After bumping into some old acquaintances on a walk around the neighborhood, Frankie and Mike realize that they are more interesting and charming with them than they are with each other and search for a way to remedy the situation. Meanwhile, Sue ends up with multiple dates to the prom because she is too nice to turn down any of the boys who asked her, and Brick enlists Axl's aid in preparing an “outside the box” book report.

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Guest Stars: Nicole Sullivan as Vicki, Matt Braunger as Dale, Beau Wirick as Sean, John Gammon as Darrin, Brock Ciarlelli as Brad Bottig, Katlin Mastandrea as Ashley, Jen Ray as Nancy Donahue, Sean O'Bryan as Ron Donahue, Pat Finn as Bill Norwood, Julie Brown as Paula Norwood, Jimmy Bellinger as Manager, David R. Chandler as Derrick Glossner, Gibson Bobby Sjobeck as Diaper Glossner

Writers: David S. Rosenthal

Director: Lee Shallat Chemel