Shawn gets invited by a friend to join the prestigious St. George Club after lying about the success of his business to make himself look better. You can really understand and feel for Shawn's actions, but he is becoming more and more bourgeois by the minute and it's really disturbing Marlon and Pops. The kicker is that Shawn decides to ditch a pool game he had promised Marlon he'd do against T.C. and his friend, the chubby Dupree. All of Shawn's old friends feel that he is becoming a sellout and decide that they're going to hatch a plan to turn Shawn back to his old self. Much funny stuff ensues on the way. Dupree comes up with a pretty good quote, "I mean, trading in your pool cue for a Polo mallet? What part of the game is that?" This is a good episode that deals with the importance of being true to yourself, regardless of how others might try to change you.