| No. overall
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No. in
season
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Title
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Original air date
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Prod. code
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| 121
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1
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"Frankie Muniz/Aaron Carter"
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January 19, 2002
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701
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- Green Room - The New Cast: It's time for the new season of All That to start...but no one has hired a cast! Frankie Muniz dashes into the street and pulls various kids from off the street to join the show: Lisa pulled over in a car, Jack sleeping in garbage, Bryan posing as a Girl Scout, Chelsea and Giovonnie jogging, Kyle in the men's bathroom, and Shane in the women's bathroom. Innately, they decline, but agree after being offered never having to go to school again, and all the pickles they can eat if they agree.
- Cherries, Worms and Mustard Comin' At Ya!
- Sugar and Coffee (debut): Buzz (Kyle) and Kaffy (Lisa) host their own talk show, where people eat and drink tons of sugar and coffee. On today's episode, Frankie Muniz guest stars and gets hooked on the sweets.
- Brittney: Live from the Toilet (Chelsea)
- Connect the Zits (debut): A Person
- Toy ER: Dr. Malady (Chelsea), Dr. Botch (Giovonnie) and Dr. Sax (Shane) are doctors. They're helping children to bring toys to be fixed. First patient, Kyle's teddy bear has been run over. Second patient, Jack and Bryan's basketball deflated.
- Rate the Pain (debut): Beehive
- Know Your Stars (debut): Chelsea Brummet
- Vocabulary with Lisa and her little friend Oswald (debut): "Bacon" and "Nuts".
- Bloopers: Kyle's thinking he was supposed to kiss Frankie Muniz in the Sugar and Coffee sketch. Lisa sneezes and covers Frankie with snot.
- Chunky Blue Cheese, Cat Litter and Raw Bacon Comin' At Ya!
- Zigfried the Crazy Taxi Cab Driver (Bryan) introduces "Aaron Carter"
- Musical Guest: Aaron Carter ("Not Too Young, Not Too Old")
- Special Guest Star: Frankie Muniz
(First episode of the second run) (Also first episode to feature Chelsea Brummet, Jack DeSena, Lisa Foiles, Bryan Hearne, Shane Lyons, Giovonnie Samuels and Kyle Sullivan)
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| 122
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2
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"Melissa Joan Hart/Usher"
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January 26, 2002
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702
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- Green Room - Melissa or Sabrina?: Kyle meets Melissa Joan Hart and asks her to perform magic, like Sabrina, the Teenage Witch. Melissa tries to explain that she has no magic powers. Kyle is disappointed, but asks for a kiss instead. Melissa agrees...after she uses her powers to turn Kyle into a male model!
- Raw Oysters, Dandruff and Cole Slaw Comin' At Ya!
- The Crazy Taxi Cab Driver: The two lovebirds (Jack and Chelsea) are get in the cab and their going to Hollywood. And then they fell out the Taxi Cab. Sabrina (Melissa) gets in the cab with her grandma and taking her to dinner at her 100th birthday. Suddenly, Sabrina's grandma fell out the Taxi Cab. Then Zigfried's (Bryan) giving her a microphone to do karaoke with him and they sing their song "If You're Happy And You Know It".
- The Difference Between Girls and Guys: Burping
- Harry Bladder and the Chafed Professor: Professor Chafes tells the students to create a magic lotion to cure his chafed thighs. Once he leaves, Sacko (Shane) attempts to throw a magic lotion on Harry (Kyle), which misses, hitting Herhiney (Lisa), enlarging her rear end. Harry tries a counter lotion, which gives Sacko large breasts. Sacko again tries to hit Harry with a lotion, he ducks, and it hits Reron (Bryan), enlarging his hair. Harry's next lotion misses Sacko and hits Chafes just as he walks in. It cures his chafed thighs, but only temporarily as it turns him into a bra moments later, which Sacko takes.
- Wake Up Scene: Giant Bunny
- Know Your Stars: Jack DeSena
- Bloopers: Bryan somehow gets pulled over by a cop. Jack finds a duck in his pants.
- Dog Food, Tomatoes and Mucus Comin' At Ya!
- Kyle Introduces "Usher"
- Musical Guest: Usher ("I Don't Know")
- Special Guest Star: Melissa Joan Hart
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| 123
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3
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"P. Diddy"
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February 2, 2002
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703
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- Green Room - Wake Up Shane: Jack and Bryan need to wake up Shane before the show starts. While he's asleep, they use cymbals and sour milk. But they can't get him up for the show. They go to guest star P. Diddy for help. So he's giving them a toy helicopter to put Shane's pants but it didn't work. So they tried a remote control to wake him up and it worked.
- Tunafish, Nail Polish and Lima Beans Comin' At Ya!
- Bridgett's Slumber Party: Bridgett (Chelsea), Gale (Giovonnie), and Claudia (Lisa) have a slumber party, but Elliot (Kyle) always ruins it. The girls talk about guys, sniff Bridgett's new scratch-and-sniff hot guy trading cards (which Claudia eats), play truth or dare, Gale dares Claudia to do a silly dance to a song (she throws the radio out of the window), Gale asks which boys Bridgett has kissed (everyone) and Bridgett asks Gale what's the worst thing she's ever done (stay up fifteen minutes past her bedtime to read a book), then Bridgett dares Gale to kiss a hot guy, which she has an abundance of in her closet.
- Songs from the Dentist Chair: Giovonnie sings "Old McDonald Had A Farm"
- TR Yell w/ host Carson Daly (Jack): P. Diddy joins and introduces his new act, Lil' Fetus (Bryan), who raps from inside his mother's uterus.
- Vocabulary with Lisa and her little friend Oswald: "Watermelon" and "Face"
- Wake Up Scene: P. Diddy
- Know Your Stars: Shane Lyons
- Kid at the Principal's Office: A kid (Kyle) won't stop laughing at the principal's office.
- Fudge, ToothPaste and Eggs Comin' At Ya!
- Brittney in the toilet introduces "P. Diddy"
- Musical Guest: P. Diddy ("Diddy")
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| 124
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4
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"Britney Spears"
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February 9, 2002
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704
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- Green Room - Video Phone: Lisa introduces the cast to the new technology of the Video Phone and they make several calls of randomly call people, even Britney Spears, who agrees the be a guest on the show.
- Salsa, Mud and Hamster Tongues Comin' At Ya!
- Bridgett's Slumber Party: The girls fight over the correct lyric to the Britney Spears song "Oops I Did It Again." Bridgette thinks it's "Oops, I Kissed Him Again.", Gale thinks it's "Oops You're My Best Friend", and Claudia insists it's "Oops I Just Ate Your Brain." To settle the argument Claudia uses her powers to summon Britney Spears, who visits the girls and surprisingly tells them Claudia was right about the lyric. Elliot comes in that he gets excited and tries to get Bridgette in trouble for having Britney Spears in her room.
- Rate the Pain: Porcupine
- Oven Lovin' w/ Buford (Shane) and Percy (Jack)
- Wake Up Scene: Man Shaving
- Know Your Stars: Britney Spears
- Vocabulary with Lisa and her little friend Oswald: "Truck" and "Garbage"
- Bloopers: Kyle gets so excited about meeting Britney Spears that he knocks over Giovonnie, Chelsea and Lisa and he jumps on top of her and they both fall out a window.
- Buzz and Kaffy introduces "Britney Spears"
- Musical Guest: Britney Spears ("I'm Not a Girl, Not Yet a Woman")
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| 125
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5
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"Tony Hawk/Barenaked Ladies"
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February 23, 2002
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705
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- Green Room - Tony Hawk: Jack, Bryan, Chelsea, and Kyle meet Tony Hawk, and they want him to teach them and beg him to do some of his skateboard moves. Kyle falls and Chelsea takes him off set, saying "You poor baby, Chelsea's gonna make it all better." This causes a jealous Jack to break down crying in Tony Hawk's arms.
- Olive Oil, Dirt and Eyeballs Comin' At Ya!
- Sugar and Coffee: Fireman The Firefighter talks about firefighters, fire trucks and fire safety. So Buzz and Kaffy called security guards to take him away. Then Mrs. Nut-Hurst (Giovonnie) talks about exercise.
- Catapult: Kyle, Bryan, and Lisa launch Shane on a catapult through Hollywood, into a pool.
- Rate the Pain: Potato Masher
- Chit Chat: Stacy Chit (Giovonnie) introduces guest Tony Hawk, but he wants to talk about knitting.
- Wake Up Scene: A girl (Chelsea) wakes up and opens the blinds and sees a giant belly.
- Know Your Stars: Bryan Hearne
- Bloopers: Tony Hawk gives Giovonnie a bunch of balloons and she floats into the air.
- Chili, Hair and Yogurt Comin' At Ya!
- The Texas Girls (Chelsea and Lisa) introduces "Barenaked Ladies"
- Musical Guest: Barenaked Ladies ("Falling for the First Time")
- Special Guest Star: Tony Hawk
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| 126
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6
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"David Arquette/Mandy Moore"
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March 2, 2002
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706
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- Green Room - Prank from David: David Arquette arrives to the studio and he tells Chelsea that he want to do a prank first, on the cast. Then he puts on a scream mask to try and scares Bryan, Kyle, Lisa, Shane and Giovonnie. Thinking he is a killer, they beat him up. Chelsea however, who was in on it, tells them that it's David Arquette. Just then David comes in on the elevator, causing the kids to conclude the other person really is a killer, and they beat him again, until he can no longer stand. They pull off the mask to reveal Jack underneath.
- Raw Oysters, Dandruff and Cole Slaw Comin' At Ya!
- Harry Bladder in "Foodius Fightium", Harry gets a delivery of trading cards, which Sacko tries to steal, eventually resulting in a food fight.
- Connect the Zits: Abe Lincolin
- The Crazy Taxi Cab Driver: The Texas Girls are get in the cab and they're gonna sing their song called "You Backed Over My Heart With Your Love Pick Up Truck". Suddenly, they fell out the taxi cab. Then a robber Dewey Riley (David) tells him give him all his money. Then Zigfried dials 9-1-1 to call the police that he said he's beening robbed. Dewey throws his phone out the taxi window. Zigfried has to go get his phone back and then Dewey fell out the taxi cab.
- Rate the Pain: Drum
- Know Your Stars: Chelsea Brummet
- Bloopers: Bryan and David are interrupted by Bryan's mom and takes over the wheel.
- Britney in the toilet introduces "Mandy Moore"
- Musical Guest: Mandy Moore ("Crush")
- Special Guest Star: David Arquette
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| 127
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7
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"Kenan Thompson/LFO"
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March 9, 2002
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707
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- Green Room - OG Cast Member: Former cast member Kenan Thompson visits the new cast, but no one but the garbage man seems to know who he is.
- Melon Balls, Shampoo and Oatmeal Comin' At Ya! w' Kenan
- Harry Bladder in "Lord Moldy Shorts", Principal Pimpell (Kenan) teaches Harry's class that his pimple turns out to be the head of Lord Moldyshorts.
- Songs from the Dentist Chair: Chelsea sings "B-I-N-G-O"
- Sugar and Coffee: Miss Piddlin' visits Buzz and Kaffy.
- Know Your Stars: Giovonnie Samuels
- Soupdude & Superdude: Soupdude (Shane) and Superdude stop robbers.
- Harry and friends introduce "LFO"
- Musical Guest: LFO ("Every Other Time")
- Special Guest Star: Kenan Thompson
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| 128
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8
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"Barry Watson/Christina Millian"
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March 16, 2002
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708
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- Green Room - Trick or Treat: Kids come and get candy for Halloween, while the cast play stacked drumsticks. Soon, it's not Halloween but children keep trick or treating at the green room door. First two girls dressed as pirates, then two boys dressed as princess's and finally Barry Watson arrives, but Jack believes it's another kid. Instead of candy they make Bryan give them his watch and Kyle his cellphone.
- Clam Chowder, Grape Jelly and Guacamole Comin' At Ya!
- Chit-Chat: Senator Bill Paxton
- Kyle plays the piano
- The Difference Between Girls and Guys: Talking On The Phone
- The Crazy Taxi Cab Driver: Zigfried's boss Matt Camden (Barry Watson) gets in the cab. A lady's getting pregnant that she's having a baby in her belly.
- Wake Up Scene: A Guy Eating An Orange.
- Rate the Pain: A Electric Eel
- Know Your Stars: Lisa Foiles
- Bloopers: Crazy Taxi Driver calls apparently calls a thug a name.
- Vocabulary w/ Lisa and her little friend Oswald: "Beef" and "Friends". Oswald introduces "Christina Millian"
- Musical Guest: Christina Millian ("AM to PM")
- Special Guest Star: Barry Watson
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| 129
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9
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"Ray Romano/Lisa Leslie/Willa Ford"
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March 23, 2002
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709
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- Green Room - Ray Ramano: Kyle, Lisa, and Chelsea are excited to find out that Ray Romano is get to be on the show, unfortunately he gets locked in a bathroom, so Jack, Shane, and Giovonnie get Lisa Leslie, who was in Jack's Chicken Pot Pie as an alternative.
- Chili, Hair and Yogurt Comin' At Ya!
- Bridgett's Slumber Party: Bridgette wants to turn a nerd named Andy (Jack) into a hottie, so she and Gale attempt to give him a makeover. Elliot comes in and says that he wants to be a hottie too. Claudia makes him over into a goth like her, and he runs screaming from the room after looking in the mirror. At the end Bridgette concludes that "Either you're a hottie, or you're nottie!"
- Connect the Zits: Chicken Nugget
- Toy ER: Lisa Leslie's son ate her puzzle piece and lodged in his throat and a girl's doll's nose is full of mucus.
- Ray is still locked in the bathroom, and Kyle use a sledgehammer to get him out, but it fails to work.
- Know Your Stars: Pickle Boy
- Jack, Kyle, and Bryan introduce a cute monkey named Stinky, and introduce the musical guest, "Willa Ford".
- Musical Guest: Willa Ford ("Did Ya' Understand That")
- Pickle Boy hears Ray inside the bathroom saying he's hungry. So he gives him a pickle to eat.
- Special Guest Stars: Lisa Leslie and Ray Romano
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| 130
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10
|
"Amanda Bynes/City High"
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March 30, 2002
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710
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- Green Room - Amanda Please?: The cast is excited to meet Amanda Bynes, but Penelope Taynt: Amanda's number one fan (The Amanda Show), breaks in the greenroom to meet Amanda. So, Nickelodeon agents hire Barney the Security Guard to capture her.
- Fudge, Toothpaste and Eggs Comin' At Ya!
- Sugar and Coffee: Amanda Bynes is introduced, and is asked for Sugar and Coffee, but before they could, they get interrupted by the Nickelodeon agents and Barney because of Penelope.
- Connect the Zits: A Slice of Pizza
- Shady Airlines: A couple wants to go to Hawaii, but gets scammed by the airline who meerly use a fog machine outside the window of the plane, and then dress themselves and the airport to look like Hawaii. The couple is not convinced so they are locked in a dungeon labled "complaints office."
- Vocabulary w/ Lisa and her little friend Oswald: "Cardboard" & "Enjoy".
- Know Your Guest Stars: Amanda Bynes
- Jack tries to hit on Amanda and Chelsea.
- Amanda shows the cast a flashback of a late '90s Ask Ashley sketch where a robber appears.
- Chit-Chat introduces "City High"
- Musical Guest: City High ("Caramel")
- Special Guest Star: Amanda Bynes
(This episode is a crossover between All That (OG and Relaunch) and The Amanda Show)
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| 131
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11
|
"Aaron Carter/Samantha Mumba"
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April 6, 2002
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711
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- Green Room - Realistic Video Games: Jack, Bryan and Chelsea vs Aaron Carter in realistic video games. Tennis, Boxing and Laser Tag. But Shane keeps playing laser tag in realistic games, but Aaron told him that's enough. so they play laser tag together.
- Raisins, Ointment and Egg Salad Comin' At Ya!
- Tilt-A-Hurl (debut): Aaron Carter rides on a Tilt-A-Hurl.
- Live from the Dumpster: Brittney
- Vocabulary with Lisa and Her Little Friend Oswald: "Skunk" and "Gorilla"
- Toy ER: Lisa's doll stucked with too many forks in its head and Jack's toy robot rocket launcher's broken.
- Wake Up Scene: A person washing his foot with eggs
- Know Your Stars: Shane Lyons
- Bloopers: Chelsea punches Aaron Carter after thinking he's bothering Kyle.
- Songs from the Dentist Chair: Jack introduces "Samantha Mumba"
- Musical Guest: Samantha Mumba ("Don't Need You To (Tell Me I'm Pretty)")
- Special Guest Star: Aaron Carter
(Aaron Carter's first time as a special guest instead of a musical guest.)
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| 132
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12
|
"Will Friedle/Nelly Furtado"
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April 13, 2002
|
712
|
- Green Room - Will Friedle: Dan Schneider calls the cast while they play fish throw and tells them to bring Will Friedle an iced tea but, they thought he said to kick him in the knees. So, they each kick Will in his knees.
- Ketchup, Cockroaches and Cottage Cheese Comin' At Ya!
- Harry Bladder and the Magic Dance: Bogshwartz has a dance, but it isn't very fun. Harry proposes a dance contest, but is caught "magic dancing", which is against the rules. Sacko gets turned into an angry chimpanzee.
- Kids vs. Adults w/ host (Chelsea).
- Scuba News with Jack DeSena
- Know Your Stars: Lisa Foiles
- Connect the Zits: The Letter F
- Wake Up Scene: Nelly Furtado
- Jack, Chelsea, and Giovonnie introduce "Nelly Furtado"
- Musical Guest: Nelly Furtado ("Turn off the Light")
- Special Guest Star: Will Friedle
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| 133
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13
|
"Christina Vidal/Tyrese"
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May 4, 2002
|
713
|
- Green Room - Christina Helps: The cast meets Christina Vidal, and ask for her autograph and take pictures, she also helps everyone with their odd needs.
- Cherries, Worms and Mustard Comin' At Ya!
- Tilt-A-Hurl: Two girls fight over Ernie (Kyle). One nice, Heather (Christina) and one abusive, Megan (Lisa). Also Ernie's family comes to visit but disown him when they are puked on.
- Songs from the Dentist Chair: Giovonnie sings "Yankee Doodle"
- Oven Lovin' w/ Burford and Percy: Percy's cooking teacher and Buford's mom.
- The Difference Between Girls and Guys: "Romantic Movies"
- Know Your Stars: Bryan Hearne
- Bloopers: Sound Mic hits Christina's hair and lifts her up in the air during the Tilt-A-Hurl sketch; Lisa accidentally bites Christina's finger off.
- Bryan, Lisa, and Kyle introduce "Tyrese"
- Musical Guest: Tyrese ("I Like Them Girls")
- Special Guest Star: Christina Vidal
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