$10 Bet: Mike bets Ed ten bucks to stop talking about Carol. Ed keeps talking so Mike increases the bet to $1000. Ed doesn't accept the bet and keeps talking. This is the first time either one of them has declined a bet.
On the audition tape, Phil goes by the name "Bobby Thunderbolt". When talking to the pimp, Warren goes by the name "Hector Pendleton".
Phil decides to try out to be on VH1's newest show, Outragiacs. He goes around town performing outrageous acts, while Kenny and Shirley follow him with a video camera. His most outrageous moment comes when he gets himself crowned king of the junior prom. VH1 accepts him as a finalist for the show.
One of the lawyers listed by Ron as one who left is "Buckland", named after director Marc Buckland.
Mark (as Warren goes to the prom with Tonya): Warren Cheswick is God.
Bonnie (to a shocked Ed): Nice ruffles.
Ed (saying goodnight to Carol): I better take off this tux before I get radiation poisoning.
Warren (to Tonya, when he picks her up): Get out of my dreams and into my station wagon.
Phil (to Ed, regarding his move to NYC): Hey Bosco, once I get situated in Gotham, would you mind if I give your ex-wife a call?
Warren (when the pimp questions his given age of 25): Pendleton men have always been a little boyish. It's both a blessing and a curse.
Carol (when she and Ed decorate for the prom in silence): Can we just stop being ridiculous and start being normal?!
Warren (calls the escort service): I like Happy Times!
Phil Stubbs: Oh man, I am so drunk! I drank too much alcohol! You can call me Mr. McDrunko!
Warren: Look at me. I've got a thin tie. I'm wearing a thin tie to the prom! Woo hoo! I'm my own man.
Ed (to Mike regarding his relationship with Carol after the almost kiss): We're circling each other like Venezuelan flamingoes engaged in a complex mating dance.
Featured Music: "Bodyrock" by Moby "Atomic Dog" by George Clinton "Mercy, Mercy Me" by Marvin Gaye "At Last" by Etta James "The Hallelujah Chorus" by Handel "Rockhouse" by Ernie Freeman Combo
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