Malcolm aligns himself with the unpopular kids to form an anti-prom they call "Morp". Dewey discovers there aren't any childhood pictures of him, so he concocts an elaborate scavenger hunt to punish Hal and Lois and throw a party for Jamie. And for the senior prom, Reese gets paid to take Janine, a studious girl in class, but only after she gives him a makeover and sends him to finishing school.
Malcolm decides to organize a "Morp", an alternative to the traditional Prom, for those pupils shunned by the "cool" kids. Meanwhile, Reese agrees to hire himself out as an escort for the evening. He is paid by Janine, a popular and studious girl to take him to prom. She gives him a crash course in how to be a proper gentlemen and how she wants him to look
Dewey finds out that there were no childhood pictures of him due to Hal and Lois' preoccupation to both sex and the trouble the older three had caused them. He concocts an elaborate scavenger hunt to punish Hal and Lois and throw a party for Jamie using the credit cards and money that Hal unwittingly gave him.
At the Morp, the kids there are not having a good time so Malcolm goes upstairs to try and make the popular kids feel bad by announcing the party downstairs. When that fails, Reese points out that no one cares about him nor his party. They just want to have a good time and doesn't like it when they have someone like him to ruin things. Kelly and a few other popular students later appear in the basement where the Morp is being held. Disgusted by the location and feeling bad for the other kids who aren't having a good time at the Morp, they ask the unhappy kids to come upstairs to enjoy the prom as the basement isn't ideal for them. Many jump at the chance to go to a real party and file out. Malcolm calls out to them to come back because they shouldn't forget how they were picked on and bullied. The only person left in his Morp is the poetry-cynical Ken who is naked and is happy to have everyone gone. Malcolm is embarrassed when he announces his plans and wants a dance with him. In that moment, he shows regret over his behavior along with refusing take up the popular kids' offer to go to prom by insulting them and not leaving when he had the chance.
At the prom, everyone is having a good time. Even Janine who is genuinely showing true feelings for Reese. That is until his alarm on the watch goes off and he bids her good night.
Hal and Lois arrive with presents and a cake, hoping to find Dewey at Chuck E. Cheese. He appears and Lois announces she is going to ground him. Hal demanded his wallet which Dewey gives back. He mentions he only did this for Jamie because he didn't want him to have his childhood ignored like they did to him. He has to use the cash and Lois' card to keep Chuck E. Cheese open. The workers there and the remaining parents stare at her and Hal in disgust over them being bad parents to their children. Lois tells Dewey that even though he will have his food dipped in sardines for a long time, it's still a nice thing he has done for his brother.
- Jane Kaczmerek as Lois
- Bryan Cranston as Hal
- Christopher Kennedy Masterson as Francis(credited only)
- Justin Berfield as Reese
- Erik Per Sullivan as Dewey
- Frankie Muniz as Malcolm
- James and Lukas Rodriguez as Jamie
- Caitlin Crosby as Kelly
- Amy Halloran as Carla
- Kate Micucci as Heather
- Scarlet Lam as Janine
- Jeff Braine as AJ
- Shanna Collins as Shana
- Adam Rose as Ken
- Samantha Streets as Anna
- Nicki Boyer as Pedicurist
- Jozef Fahey as Mike
- Eddie Pepitone as Homeless Man
- Evan Sabara as Kid in Locker
- Josh Gundling Williamson as Employee Robbie
- One of the high school students that Malcolm sets up Morp with is played by Kate Micucci, who at the time of filming, was 26 years old.
- Dewey mentions that Ida lost her leg a year ago. This is a callback to the episode Ida Loses a Leg.
- Kelly, from this episode, is played by Caitlin Crosby, who previously played the role of another popular teenage girl from Malcolm's school named "Joanne" in the episode Watching The Baby.
- "Circus Burger" from the episode Reese's Job appears again in this episode, as one of the places Hal had to go to in order to get all the contents on Dewey's scavenger hunt.
- The comeuppance that Malcolm gets from refusing to go to the prom with the other unpopular kids when asked by Kelly and her friends, is to be forced to spend the evening with the naked and cynical Ken. His own egotism ends up being his own downfall when he realizes just how similar he is to Herkabe in being cynical and miserable.
- However given that Malcolm was picked on by popular kids in the past its obviously because he still holds a grudge against the popular kids. This could have something to do with his past in middle school when he was forced to join the Krelboynes at Lois' admonition back in Pilot