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Carmen ditches school the day after the cheerleading roster is posted, and Lily refuses to dissect a frog in science class. Meanwhile, Joshs father embarrasses him at rehearsal; and Mary Cherry stalks Nicole.

Sam and Josh have an embarrassing encounter during a play rehearsal, starting rumors that they are interested in each other. Meanwhile, Brooke confesses to Nicole that she and Josh are still virgins, and Harrisons hope for a relationship with Brooke gets a boost when she turns to him for comfort.

Sam discovers that Nicole, Poppy and Mary Cherry stole the answers to the biology midterm, and she sets out to gather the evidence she needs to turn them in. Meanwhile, Mike and Janes sneaking around angers Brooke and Sam.

Sam and Brooke wager on whether or not Sam can land a boyfriend by the end of the week and whether Brooke can prove that her relationship with Josh is more than just physical, with the loser publicly joining an embarrassing club. Meanwhile, Lily hands out condoms to her classmates in response to the popularity of a new singer whose sexual image is mimicked by some students at Kennedy High.

Brooke and Sam are forced to hold their annual Christmas parties together, and Carmen is injured just weeks before the next round of cheerleader tryouts. Meanwhile, Nicoles brooding over the yuletide season leads to visits from the ghosts of Christmas past, present and future.

Emory puts the popular kids, Bobbi Glass and the lunch lady on trial for harassing him. Sam and Lily volunteer to represent him at the schools mock proceeding, which leads Principal Hall to ask Brooke to lead the defense. Meanwhile, Josh and Sugar look forward to the start of the wrestling season.

Mounting tensions between Sams friends and Brookes clique lead to a proposed rumble, but the guys intervene and lock the ladies in a school bathroom in an attempt to make them reconcile. Meanwhile, Josh, Harrison and Sugar Daddy get an education on ovulation from a nature film provided by Bobbi Glass.

A new male student sets out to join the cheerleading squad--by any means necessary. Meanwhile, Sam bests Brooke in a modeling contest and nets an opportunity to appear in a commercial with U.S. Womens World Cup soccer stars Tiffeny Milbrett and Tisha Venturini.

Harrison campaigns to save the job of the schools shop teacher when the instructors career is jeopardized by his announcement of plans for a sex-change operation. Meanwhile, Cherry Cherry teaches a home-economics course at Kennedy High as part of her community service sentence for punching a police officer.

Brooke and Sam try to derail their parents wedding plans by planting false evidence of Mikes infidelity, which leads to a startling announcement from Mike and Jane. Meanwhile, Mary Cherry discovers that her mother is engaged to actor Erik Estrada.

Bobbi Glass ruins the annual "skip day" ritual for the popular and alternative kids by faxing their photos to their favorite hangouts so theyll be caught cutting classes. The kids plot their revenge during an extended musical number. Meanwhile, Sam and Brooke agree to work together to make their parents rehearsal dinner a success.

Bobbi Glass (with her new nickname, Claws) has a new experiment for the students: they have to take care of baby dolls as if they were real babies. Everybody gets one, except for Lily who shares the doll with Carm. Because they dont know the babys gender, they name it Hillary Swank - neither a boy nor a girl. Brooke is too busy because she is moving to San Francisco with her mom, and doesnt have time to take care of the doll. Emorys twin sisters, Emma and Emily (Em&Em, a parody of the rap singer Eminem) come to K. High looking for lessons from Nic and MC for how to become popular. Too busy teaching the girls and organizing a party that will define popularity, they handle their babies to a British nanny, who eventually abuses them. Carm, concerned about the unpopular group, decides to help them, but neglects her baby. The twins become too powerful and turn against their teachers. Nic and Mary Cherry decide its time to stop them and put things back on track. Meanwhile, Sam decides t

Nicole, desperate to get back to the Glamazons, tries to bribe and blackmail Principal Krupps. Her attempts fail and she gets Mary Cherry and Sugar Daddy to help her make a fake video about him. As a result, she gets terminated from the cheerleaders forever. A new kid joins Kennedy High and gets a spot on the football team. Josh, jealous of him, tries to put everybody else against him. He gets his mom a job at school and she starts to date the football coach, and Joshs life falls apart. Sam misjudges George but realizes that friendship is more worth than an article. Josh finds Nicole crying, a proof that she still has a human side. They console each other.

Brooke decides to run for student council president, dropping out of the Homecoming Queen election. She asks Harrison to be her campaign manager. They disagree on mandatory drug testing for students and he quits to run against her. Sam, Carmen, Nic and Mary Cherry get nominated to Homecoming Queen. Sam is motivated by George to run for it, but gets too into the spirit. Carmen is sleeping at the school since she is homeless, and Bobbi Glass invites her to her home. Seeing in Carmen herself in high school, Ms. Glass helps her with the contest (even threatening to give everybody an F if they dont vote for Carmen). Nic and Mary Cherry look for help with Hellacious Arke, a past 3 time Homecoming Queen, who is also Ms. Glasss own ""Nicole"" back in her high school days. Brooke misses Josh and sees him and Lily trying cough syrup while spying on them. Motivated by the recent death of a student of cough syrup overdose, she decides to run her campaign on anti-drug platform. Scared to be caught

Harrison is checked in a hospital for treatment for his leukemia. His roommate is a religious fanatic, which makes him quite uncomfortable. Harrison doesnt want anybodys help and yells at Brooke. Brooke is faced with the ghost of her anorexia and fears coming back to the clinic she once was. Sugar Daddy feels miserable for his looks and checks into a clinic for food disorders (which happens to be the same hospital where Harrison is.). Mike hears somebody throwing up in the bathroom. First he thinks it might be Jane, but he realizes its Brooke and puts her in the clinic. Sugar feels very depressed and has a fight with Brooke. Later she advises him to talk to one of the girls at the clinic, and she plays cupid slipping a love letter under her door. But the clinician gets the letter instead. Sugar feels guilty and tells Ashley that he didnt write the letter, without knowing that she never got the letter in the first place. Harrisons roommate has a seizure, just as he was starting to

Clarence dies peacefully while talking to Harrison. His death has a deep impact in Harrisons own view of life, and he decides is not worth to keep the treatment for his cancer. He goes to extreme measures and decides to put an end in his agony, attempting suicide. But Clarence comes back as an angel to give Harrison a view of what the world would be if he had never been born. We see that April would have become a rich successful owner of a fish market (Tunaville); Brooke would have died from anorexia, Lily would have married Josh after pregnancy and they would have become the first family, and among other twisted things, Nicole and Mary Cherry trying to make a living as whores with Sugar Daddy as their pimp.

After Harrison returns to school since he had his bone marrow transplant, he acts in a weird way, making everybody think hes possessed or something. The girls think about it and conclude that he has impersonated Nicoles personality, since she was the donor. They decide to call a priest to exorcise him. Meanwhile, Josh and Lilys relationship is growing so much that theres hardly any space left for Sugar Daddy in Joshs life. Feeling neglected, he finds a new friendship in George. They enjoy each other for a while until George feels like Sugar is demanding too much attention. Josh and Sugar make up. Nicole finds out shes adopted after she asks her mom about her birth and she doesnt give clear information. Shocked, Nicole finds out that her mom was a 16 year old cheerleader, and tries to find her with no luck. Both Nicole and Harrison conclude they have to find themselves.

Lily, Carmen, Mary Cherry and Brooke are peacefully riding Lilys car when they pass by a car crash and notice the Gremlins license plate, TUNA69, and realize that the car belongs to their classmate April Tuna. The entire school is touched by her death and they make a memorial service in her honor. Everyones feeling guilty about how they treated her. Josh gets a new hairstyle and joins the ""mullets"" club. Nicole finds out that the cafeteria lady is in fact her long lost birth mom. Sam gets an email from Harrison telling her he loves her and asks her to choose between him and George. Nicole gets an email too, saying what a bitch she is. She admits being a bitch at the memorial service, and April suddenly appears, saying she was not in the car that got crashed.

Lily, in an effort to defend a fellow student who has been suffering jokes about his lifestyle, starts the G.L.A.S.S. (Gay and Lesbian Alliance of Supportive Students), which causes a lot of repercussion around the school, and not such great support from people as she expected. But prejudice is not only about sexual choices, as Sam and George have to deal with the comments on their interracial relationship; Sugar D. doesnt get a job for being fat and Jamie (Brookes date) reveals that he has suffered prejudice because of his religion. Things get hot when Lily is hospitalized after being attacked when she was leaving a g/l community center (which she took Miss Glass to get information about her sexuality). The gang realizes that hate will never lead to anything, and join the group one by one. Bryan comes out of the closet in a gesture of support after the group is cancelled.

Desperately seeking to be popular again, Mary Cherry fails in an audition to a teen talent show. But that didnt stop her, and she decides to put a team of students together to be in ""The Big Head Challenge"". Everybody is studying for the SATs and they all think it would be a nice way to test their knowledge at this competition. Cherry Cherry, who has become a student at KH (trying to beat her 50 points score in her SAT), also tries to get in, but loses the very last spot to Josh, who surprisingly know a lot more about chicken than we thought. Meanwhile, Carmen decides to take salsa lessons, and has her heart broken by the instructor, whom she had a crush for. But after he realizes how bad he made Carmen feel, he goes to KH to ask her out. At the competition, the gang is first relieved to be against the John Ashcroft Private School for Special Needs Children, but then surprised when they see that Cherry Cherry has bought the entire team and replaced the students by the teen talent show

Sam and Brooke have a quick but intense argument over what each one has done to/with Harrison. Sam does not forgive Brooke for having slept with him, and Brooke puts Sam against the wall saying Sam turned him down so there were no strings attached. They both realize none of them is really wrong, and if theres anyone wrong there its Harrison. At school, they give him the cold shoulder and George does the same to Sam. Sam and Brooke plan to stood up Harrison at a restaurant, but Brooke shows up and is caught by Sam talking to Harrison, which leads into a huge food fight. At home, Jane is trying to fix things between the two of them when her water breaks. Joshs mom announces she is moving away, and Josh has to either come with her or go live with his dad - which he does in order not to leave Lily. She suggests they get married, and although his mom tried to warn him that he was too young, he goes ahead and gets married to Lily right before prom. Mary Cherry accidentally bumps into Big