- Mary Cherry is forced to wear "hobo sheik" clothing and hunt for food in a dumpster after her mother has financial troubles having her wardrobe seized. While Sam and Carmen have the challenge of saving their yearbook.
- Mary Cherry is forced to wear a trash bag "hobo sheik" for clothing and hunt for food in a dumpster after law-enforcement officers seize her belongings in the wake of her mother's financial troubles, seizing her "ripe cherry assets". Lilly lends a helping hand to Mary Cherry in hopes of making a different in the self centered spoiled girls views on the world. Lilly takes her to see those who are living on the streets to see the other side. Sam and Carmen decide to hold "free makeovers for the poor" in an effort to boost sales of the yearbook. Things don't go that well at first, that is until they makeover April Tuna. Brooke and Harrison decide to dress up in costume for yearbook pictures to make them more fun. Brooke realizes her feelings for Harrison, and the two decide to date. Mary Cherry promises Lilly she will never wear fur again, that is until her mother returns to fix their financial trouble and set all right. Sam and Carmen's makeover of April Tuna is revealed as a ploy instead of friendship as she thought hurting her feelings. Brooke realizes that Harrison has feelings for Sam after Sam snaps a picture of them, and Harrison turns away from her. Lilly feels her attempt to bring some humanity to Mary Cherry has failed, until she finds Mary Cherry giving her new clothes to those who are less fortunate.—Ron
- After Mary Cherry goes broke and has to cope with living in total poverty, Lily tries to help her and make her realize the higher value of being charitable. The school might not release a yearbook for the year, since there's less and less interest for it among the students. Sam and Carmen are convinced that this is due to the fact that many students can't afford to look nice for their yearbook photo, so the two of them offer free make over to anyone who desires it to try to save the yearbook that way. Their first client is April Tuna. Brooke decides to try and date Harrison.
- Mary Cherry (Leslie Grossman) and Nicole (Tammy Lynn Michaels) have taken over the Novak. Mary Cherry is trying on various fabulous outfits from her exquisite, designer wardrobe, and Nicole is taking Polaroid snapshots. The reason: yearbook picture day is soon upon them, and it is imperative that Mary Cherry looks her "earth-shatteringly stunningest." Unfortunately, before they can locate the perfect look, the Sheriff (Brett Miller) -- attended by Lily (Tamara Mello), desperate to use the bathroom -- informs Mary Cherry that Cherry Cherry Enterprises Incorporated, her mother's company, has gone bankrupt. He begins his seizure of her assets by absconding with Mary Cherry's wardrobe. Mary Cherry, devastated by her sudden reversal of fortune, screams.
Carmen (Sara Rue) and Sam (Carly Pope) are in Principal Krupps' (Robert Gant) office, discussing the Kennedy High Yearbook, the Camelot. Krupps informs them that, despite their efforts as co-editors of the book, sales are so low that there isn't room for it in the budget anymore. Carmen and Sam inform him that they think they can boost sales; sales are low, they say, because most kids don't have their pictures taken, and who wants to buy a book they're not in? They think that if they can set up a pre-picture makeover for the kids who can't afford stylish clothes or fashion-forward haircuts, more people will show for pictures and thus buy the book. Krupps donates a few dollars to their cause but makes it clear that they are on their own in this. In the locker bay, Harrison (Christopher Gorham) shows Brooke (Leslie Bibb) a picture Nurse Dan took of the two of them and Clarence "after we went skateboarding that night" (presumably after the events of Are You There, God? It's Me, Ann-Margret.) Harrison is pleased by the photo, but Brooke grimaces and hands it back to him, saying that she looks terrible in the picture, and, furthermore, she won't be sitting for yearbook photos this year; last year, she was so desperate to look perfect for pictures that she lived on one apple the whole week. Harrison tells her that she's ridiculous, that if she could see herself the way everyone else does -- beautiful -- that she wouldn't feel that way. She says she sees herself the way she is, so Harrison changes tacks, saying that they'll take the pressure out of trying to look perfect, but he won't delve into specifics; he tells Brooke to just trust him, and to meet him after school and he'll show her what he means. She agrees. The tender moment is broken as Mary Cherry shuffles by wearing a garbage bag, tissue box shoes ala Howard Hughes, painted-on stubble beard, and a Mr. Clucks bucket as a hat; and carrying a bindle.
Elsewhere, Sam and Carmen are discussing their desire to save the yearbook vs. their lack of money. Sam thinks Mary Cherry might help them if they can "appeal to her sense of community." Enter Mary Cherry in her Hefty. Carmen questions her choice in wardrobe; Mary Cherry insists that "hobo chic" is the latest Paris fashion trend, and that the rest of Kennedy is just pitifully slow on the coutoure uptake. Sam asks her to fund their makeover scheme; Mary Cherry refuses, saying that lending out her closet gives her the willies. Enter Nicole, in Mary Cherry's Ossie Clark jacket. Mary Cherry is incensed, shouting that she paid five thousand dollars for the jacket; Nicole replies that she got it for $2.95 at auction. Sam and Carmen are cranky that Mary Cherry will spend five thousand dollars on a jacket, but not even lend the underprivileged students of Kennedy a sweater.
In the Novak, Mary Cherry removes her stubble beard. Lily joins Mary Cherry at the mirror and expresses her condolences over her reversal of fortune. Mary Cherry denies that anything's wrong, but her grumbling stomach drowns her out. Lily asks whether she's eaten recently, but Mary Cherry dismisses her hunger as fasting to look extra skinny for pictures. Lily persists, telling Mary Cherry that she comes from a coupon-clipping household. She offers Mary Cherry several dollars for lunch. Mary Cherry sharply refuses, telling Lily that she's not poor, and she doesn't need her charity.
Cut to Brooke and Harrison in a second hand store. Brooke is cranky, insisting that she doesn't understand how selecting her picture day outfit from the wardrobe that time forgot will help her feel better. Harrison explains that, in light of his recent illness, he is determined to have fun, and that includes dressing purposefully ridiculous for photo day. Brooke smiles, charmed, and the two of them try on various ill-conceived costumes. As Brooke begins to relax, she begins to study Harrison more closely than his outfits, her expression growing ever warmer.
Josh (Bryce Johnson) and Lily, pushing a shopping cart full of aluminum cans through the Kennedy High parking lot, discuss the charitable aspects of Sam and Lily's makeover plan. They walk by a Dumpster; inside, Mary Cherry is stuffing a discarded Twinkie into her mouth. Lily pokes her head into the Dumpster, looking for more cans, and spots Mary Cherry, who gives her a pleading look. Lily quickly steers Josh away from the Dumpster, saying loudly that the cans are worth money, and that someone in need could use them to buy something to eat, something to wear. Lily leads Josh off, abandoning the shopping cart, and Mary Cherry crawls out of the Dumpster to claim it.
Brooke and Harrison are at the McQueen house. Brooke is fiddling with a camera on a tripod. Harrison remarks that this will be only the second picture taken with just the two of them. Brooke doesn't remember the first, and Harrison reminds her: he presents her with a picture of the two of them as children. They are at Harrison's birthday party, and Brooke is staring blank-faced at the camera while Harrison kisses her on the cheek. She'd given him a mega box of crayons and, as he'd gone to kiss her as a thank you, she'd turned to look at the camera, instead. Brooke laughs, and then thanks Harrison for lovely afternoon; he let her forget about herself and her body image hangups. She insists that they recreate the pose in the photograph, but as Harrison goes to kiss her, Brooke turns toward him, and meets his lips. Harrison is confused, and asks dazedly why she didn't turn away. Brooke tells Harrison that she trusts him, and that she thinks he's "the right thing." Harrison still doesn't understand; after he wanted her last year, and she rejected him, now she wants him? Brooke says she was wrong, and Harrison asks her out. She happily accepts. He backpedals, saying that he doesn't want to be some charity case, and if this is just because he was sick. . . . Brooke assures him that's not the case, and they arrange to walk to class together the next morning.
The next day, at Kennedy High. Sam and Carmen are parked in the hallway at a table with a sign that reads, FREE MAKEOVERS FOR THE POOR SIGN UP TODAY. For some reason, they haven't had any takers. Lily stops by to drop of several of her mother's old bridesmaid's dresses, and an armful of pashmina shawls. Before she leaves, she tells them that maybe they want to be a little more subtle in their approach. Carmen fails to comprehend, asking a disenheartened Sam if Lily means they should get a smaller sign.
Lily enters the Novak to find a sea of aluminum cans and Mary Cherry, distraught and still wearing her hobo gear. Mary Cherry accuses Lily of lying to her, telling her that she tried to use the cans as currency at several clothing stores, and was laughed out of every one of them. Lily patiently explains that the cans themselves aren't the same as cash, but that they can be exchanged for real money. This only makes Mary Cherry more upset; she collapses into the cans, bemoaning over how complicated being poor is. Lily promises to help her, in exchange for Mary Cherry's promise that, should she get her money back, she will never wear fur again. Mary Cherry promises.
Brooke and Harrison walk to class together. Harrison exclaims over how bizarre it is to walk through the school on the arm of Brooke McQueen. Brooke laughs it off, but other people are shocked, too. Josh points the couple out to Sugar Daddy (Ron Lester), who says he needs to recover from something like leukemia. Meanwhile, Brooke and Harrison go through the lunch line together; Harrison eventually notices that Brooke is just getting exactly what he's getting. Brooke admits that usually lunch is the hardest part of the day for her, and that not having to choose makes things easier.
Carmen and Sam brood over their yearbook problem. Sam says maybe they're trying to start too big; what they need is just one person to show how awesome a makeover can be, and then other people will fall in line. But who, Carmen asks, is the right mix of non-photogenic and in the public eye? Enter April Tuna (Adria Dawn), with an embarrassing shirt and a petition to change the name of the Glamazons to "the Eggs," as a celebration of female fertility.
Mary Cherry, in a new outfit and her usual glam makeup, and Lily are eating lunch. Mary Cherry thanks Lily for helping her, telling her that she's on her way back, and "being poor was the worst day of my life!" Lily, cranky, informs her that, because of all the money she spent on her new outfit, her lunch, and a ton of M.A.C. makeup, Mary Cherry is now broke again. Mary Cherry despairs, telling her that being poor is a vicious cycle, and that she doesn't understand how people do it. Lily tells her that poverty is easier when you don't have a choice, and that, since she might be in this position for a while, Mary Cherry might have to do something unpleasant: get a job.
At the McQueen house, Jane (Lisa Darr) is helping Sam and Carmen make April over. April thanks them for their interest in her case, adding that last year, the Glamazons gave her a makeover, but only to win a bet. Jane shoots her daugher a look, but Sam feigns innocence. Brooke glides in with a pashmina shawl for April's outfit. She gives it to Sam, telling her that what they're doing for April is kind of like what Harrison is doing for her. Sam asks her, straight-faced, whether Harrison's giving her a makeover; Brooke laughs and tells her no, but he's helping her see herself in a different light. She understands now why he and Sam have been best friends for so long. Sam agrees that Harrison is a "really special guy;" Brooke pushes further, saying that Sam must understand why she wants to go out with him. Sam is surprised. Brooke asks her whether she minds, but Sam says no. Brooke is ecstatic, and hugs Sam, telling her that for the first time in months, she's looking forward to something. She floats out of the room, leaving Sam looking thoughtful. Jane announces the makeover finished, and Sam goes over for the unveiling. She drapes Brooke's pashmina shawl over April's shoulders, and then Jane walks April over to the mirror. April pronounces herself a "friggin' fox."
The next day, and Mary Cherry is manning the chow line in the cafeteria. Lily and Josh come before her to be issued their sloppy joes. Mary Cherry tells Lily that she's humiliated; Lily is not amused, and informs Mary Cherry that with the recession coming, anyone with steady employment should be grateful, and that no one will think less of her for not having money; half the school is poor, but no one notices because, "the poorer you are, the more invisible you become." She tells Mary Cherry she'll do fine as long as she's friendly. Josh asks for his sloppy joe; Mary Cherry drizzles it inexpertly all over his plate. He exlaims at the mess, and Mary Cherry tells him it's a "sloppy joe, not a tiny tidbit!" and that he needs to move along. Students shuffle by until Nicole, in another of Mary Cherry's photoshoot outfits, stops in front of her. She tells Mary Cherry she didn't know "lunch hag" was in for spring. Mary Cherry looks fondly at her old outfit, and Nicole tells her she didn't think she'd recognize it, as much as she had to have it taken in in the upper arms. And could she "hurry it along? I don't want to be seen gabbing with the help." Mary Cherry, incensed, throws an entire tray of sloppy joe on Nicole. Vera Krupps (Marnie Crossen) emerges from the back, insisting that the day's entree is a "sloppy joe, not a food fight Friday!" She fires Mary Cherry; Nicole claps.
Cut to Harrison and a bag full of clothing, walking down the hall. Josh, arms full of clothing, runs to catch up with him. He congratulates him -- honestly and enthusiastically -- on having a date with someone who isn't a hooker he's been set him up with. Harrison doesn't know how to react, but they reach their destination before he has to: a classroom where Carmen and Sam are surrounded by racks of clothing. They give the girls their donations. Josh tells Harrison that he thinks he and Brooke make a good team. Harrison asks Josh whether he's having second thoughts about his own relationship with Brooke; he says he's not, that he's happy with Lily, and that after all Harrison's been through this year, he deserves a little happiness. Sam becomes unsettled by their conversation, but pastes on a cheerful face and adds her own congratulations to Harrison, adding that, when he comes by the house to see Brooke, he doesn't have to pretend that he's there to see her. Harrison backtracks, saying that maybe the three of them could do something, but Sam insists that she is not going to intrude on Harrison's time with Brooke. Carmen calls Sam away to give her a count on the number of pashmina shawls they've received -- 250 -- and Harrison goes to leave. He is passed by April Tuna, still wearing the evening dress from her makeover night at the McQueen's. She approaches Carmen and Sam. She asks them whether they'd be willing to makeover other people, or only their closest friends, like her. Tons of people have been asking about it. Carmen tells April, "the more the merrier;" April whistles, and the room fills with several unkempt girls. Carmen takes them to look at dresses; April looks at the unpolished girls derisively and pronounces them a mess. Then she tells Sam that a replica of the Starship Enterprise will be coming to the Staples Center this weekend, and wouldn't it be a hoot if she, Sam, and Carmen all went together? Sam tells her, purposefully vaguely, that she'd never thought of that before. April trots off, delighted; Sam's fake smile fades.
Mary Cherry sits in the dark, abandoned cafeteria, playing the harmonica. Lily comes in and comforts her, telling her there are other jobs out there. Mary Cherry insists that working is too hard; Lily persists, asking Mary Cherry what she wanted to do when she got out of high school. Mary Cherry brightens and says she was planning on being a celebrity. Lily is unimpressed. Mary Cherry details how she's been preparing herself for her inevitable stardom, and then says that it's no use, it's all over; she is at the lowest possible point. Lily tells her that isn't true.
Cut to a homeless man warming his hands over a fire in a trashcan. Other homeless people mill about, talking amongst themselves, warming themselves by the fire. Lily and Mary Cherry walk through the camp, bundled in hats and jackets. Lily explains who the people are, that some people cannot afford a place to live, or even things like food. She explains that some people depend solely on the charity of others. They are, she sums up, "really, really unpopular." Mary Cherry is visibly shaken. She tells Lily that she didn't know places like this existed, and that she's ashamed she didn't know. Lily tries to comfort her, telling her that she's sure her mother will let Mary Cherry spend the night, and that maybe Mama Cherry will be back in the morning. Mary Cherry just stares, haunted, even as Lily starts to leave. She asks Lily if something like this could happen to her. Lily tells her that it can happen to almost anyone.
Brooke and Harrison are sitting on the bed in Brooke's bedroom. Brooke, in her slinky dress, is threading cufflinks through the buttonholes of Harrison's tuxedo shirt; they are shaped like bolts, and are seriously, seriously ugly. Brooke tells him that even though they won't be in the picture, she thinks they should go all out. Harrison seems a little startled at how seriously she's taken things, but says so not unkindly. Brooke announces that there's more, that when she begins concentrating on something she really runs with it. She runs into her closet, emerging a moment later wearing a large sunhat. Harrison laughs, and Brooke dances back to him. Mike (Scott Bryce) appears in the doorway, holding a camera and looking overjoyed at Brooke's obvious good mood.
Cut to the McQueen kitchen. The counters are covered with beauty/torture devices, and the unpolished girls April brought to sign up for makeovers are seated, with barber's bibs draping them. They are being dyed and plucked and combed by Jane, Sam, and Carmen. Mike enters and asks Sam if she'd be willing to do him a favor. She says she's busy, but Mike tells her that he hasn't seen Brooke this happy in months and that he needs a picture of the occasion, it'll only take a minute. Sam agrees; as she goes to leave, her mother intercepts her. Mike says it's okay, that Sam is just doing him a quick favor; Jane tells him that that's fine, but he's going to fill in. She grabs a bottle of nail polish from the counter and shoves it in his hand, telling him to start painting. He motions helplessly for a second, and then gets down to it. Sam disappears up the stairs.
Brooke tells Harrison that, while shopping, she saw a few things that she thought he'd like. He gets nervous that she's bought him something else, but she tells him she couldn't; for one thing, she doesn't know his sizes. But for the junior prom, she continues, maybe they could do something more traditional. She smiles. Harrison looks grim. Sam sneaks into the doorway, camera in hand. Brooke tells Harrison that normally she wouldn't even want to go to the prom, since it's just another invitation for people to be critical of her, but that he's helped her look forward to everything. Sam looks uncomfortable at what she's overhearing. Brooke leans into kiss Harrison; Sam steps into the room and snaps a photograph. Harrison hears the shutter and turns toward Sam; Brooke's lip hit his cheek. Sam winces, saying she's spoiled the picture. Brooke is upset at Sam's intrusion until Sam tells her that Mike requested the photograph; agreeably, Brooke poses herself and Harrison. Sam waits. Brooke takes a look at the photograph Sam snapped, her face solemn. Then she drops it and scoots closer to Harrison. She smiles, poses. Sam snaps the picture.
Cut to Kennedy High the next day: picture day. Miss Glass (Diane Delano) is snapping pictures; Carmen and Sam are managing the makeover contestants. Lily catches Carmen and asks if there are any nice dresses left for Mary Cherry; Carmen tells Lily that Mary Cherry has deceived her. She's been naive. Just as Lily goes to defend Mary Cherry's personal growth, Mary Cherry herself pops in, dressed from head to toe in fur and announcing that Mama Cherry has fixed all of their financial woes and is whisking her off to hunt baby seals because Mary Cherry needs new pants. Lily is crushed; she thought Mary Cherry had really learned something about charity.
In the cafeteria, Sam is racking up record yearbook sales. April Tuna cuts to the front of the line and suggests that, maybe after the Staples Center thing, they could go buy grunge clothes and pashmina shawls at the outlet mall and look hot. Sam smiles in lieu of answering, and might have continued that way forever had Principal Krupps not arrived. He congratulates them on their forty-percent boost on sales and commends them, with entirely too much exposition, for their "charitable service to help students look their best." Sam and Carmen grow uncomfortable, but not so uncomfortable as April, who is shocked and hurt, crying that she wasn't looking for charity; all she wanted was friendship.
In the locker bay, plain old regular jeans-and-a-t-shirt Brooke is approached by Harrison, dressed in his top and tails. He's confused by her lack of commitment to their vision, but when he questions her, she answers by producing the photograph Sam took of them last night. It's a mimic of the birthday party picture, only the roles are reversed. Brooke went to kiss Harrison and got his cheek as he looked to the camera. Brooke tells Harrison, "you may be in love. . . . Just not with me." When Harrison denies being in love with Sam, Brooke insists that she, too, was not looking for a charity date. Harrison asks if friendship is a suitable alternative. Brooke says that friendship is good, but especially when you have no other choice.
A flash, freezing Brooke's image. The image morphs into Brooke's yearbook photo, framed and on the page with "BROOKE MCQUEEN, Junior" in text beside it. Cut to Harrison and his tophat posing in front of the blue screen; cut to his yearbook photo on the page with "HARRISON JOHN, Junior" written beside it. Cut to Nicole in front of the blue screen. She winks seductively, and the shutter snaps. Cut to her yearbook photo on the page with "NICOLE JULIAN, Junior" written beside it. Cut to Sam, dejected, in front of the blue screen. Snap; cut to Sam's picture on the page with "SAM MCPHERSON, Junior" on the page beside it. Cut to Carmen in front of the blue screen; unlike Sam, she attempts a smile, but she doesn't actually look happy. Snap; cut to Carmen's picture on the yearbook page, with "CARMEN FERRARA, Junior" written beside it. Cut to Lily, also looking sad, in front of the blue screen. She more shrugs than smiles. Snap; cut to Lily's picture on the yearbook page, with "LILY ESPOSITO, Junior" written beside it. Snap; cut to April Tuna's yearbook page. The picture is blank; the text reads, "APRIL TUNA, Junior, Photo Not Available." Snap; cut to Mary Cherry's yearbook page. The picture is blank, just the blue screen; the text reads, "MARY CHERRY, Junior, Photo Not Available." Inside Mary Cherry's blank photo, an image of the homeless camp emerges, and slowly takes over the screen.
Lily walks through the camp, hugging herself in the cold. She stops walking when she sees Mary Cherry, laying her expensive fur coat over a sleeping child. Mary Cherry watches the child sleep for a moment, then turns to leave; on her way out, she places her fur hat on the head of a sleeping bald man. Lily smiles, and hands out a few pashmina shawls. She walks slowly through the camp. Fade to black.
Roll end credits.
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