Carrie decides to put Arthur in a retirement home after he accidentally sets a fire in the basement. But Doug isn't sure they should ship him out after he learns a surprising secret about Arthur. Meanwhile, Danny and Spence argue over who gets the larger bedroom in their apartment since Danny promised that, after two years, he would move out and let Spence have it.

A driver from a rival delivery service befriends Doug, whose buddies are suspicious of the guy's motive; Carrie mentors a troubled 16-year-old girl, but the teen ends up having more of an influence on her.

Carrie plans a weekend getaway with coworkers on a company retreat, but Doug shows up and spoils it; Danny and Spence sneak backstage at a Huey Lewis concert dressed as guards. Huey Lewis appears as himself.

Doug pairs off with Kelly, while Carrie goes out with Deacon after the couples realize they have more in common with their friend's spouse than they do with their own; Arthur gives advice to a woman working at a coffee shop.

Doug turns 40 and fakes a midlife crisis so Carrie will think he intends to better his life, but all he really wants to do is conquer his fear of riding a monster roller coaster that he was too scared to go on 15 years ago.

Carrie cuts her hair short and sells it for big bucks to pay for a cruise with Deacon and Kelly, but she soon regrets it after everyone hates her new look. Also, Arthur begins to wonder if he really is Carrie's father. Robert Goulet appears as himself.

Doug and Carrie receive a hideous portrait of themselves from Deacon and Kelly as an anniversary present.

Doug enjoys the extra attention Carrie gives him after he falls down the stairs and injures a knee, so he comes up with a plan for the pampering to continue even after he is healed.

Doug and Carrie discover their house is infested with bedbugs, but Doug doesn't want to spend money on an exterminator; Spence and Danny wrestle to decide where they are going on vacation.

Doug and the guys rent an apartment over a Chinese restaurant to host their poker nights after Carrie tosses them out of the house. Also, Carrie gets Kirstie Alley as a client and is forced to eat large amounts of food in front of her as part of Alley's strange weight-loss program.

Doug discovers that his mom is a great poker player so he persuades her to enter a high-stakes game; Spence tries to help Carrie lose her accent so she'll have a better chance of getting a promotion.

To persuade Carrie to have a baby, Doug borrows an infant whom Danny is supposed to be taking care of to show Carrie what a good father he would be. Elsewhere, Arthur wants a coffee-shop manager to name him Customer of the Month, even though he rarely buys anything.

Doug and Carrie are roped into helping out at their church during the holidays: he guards the manger, while she tries to bake a cake. Also, Arthur and Spence attempt to write a Christmas song so they can cash in on the holiday.

Doug invites Ray Barone to crash at his house while both of their wives are out of town and the two go clubbing. Meanwhile, Carrie goes with Arthur to visit her mother's grave in New Jersey for the first time and is shocked when she reads the tombstone.

Doug is thrilled when he gets sexy e-mails from a fan who heard him singing karaoke at a club, but his excitement turns to fear when the stalker becomes threatening. Doug's greatest fear, however, is that Carrie will find out about his adoring admirer.

Doug and Carrie try to get Deacon and Kelly to buy the house next door to them, but a couple with eight kids move in instead. Elsewhere, Danny and Spence become rivals when they try to woo an Albanian beauty.

Doug surprises Carrie by taking her away for a weekend at a rustic bed-and-breakfast run by an eccentric older couple. Unfortunately, the place is a little too rustic for Carrie. Back at home, Arthur entertains a lady friend, who thinks Arthur wants her to move in with him.

Doug goes to a sexy hairdresser, which makes Carrie jealous; Spence invites Lou Ferrigno to a sci-fi convention, but ditches him after Adam West agrees to go.

Doug is upset when a restaurant names a sandwich after Deacon that Doug insists he created; and Carrie gets jealous when Holly announces that she's engaged and moving to Manhattan.

Doug can't figure out why a new driver invited everyone else at work to a barbecue, but he intends to find out. At her office, Carrie tries to change her unfriendly image by doing nice things for her coworkers, whether they want her to or not.

Via flashbacks, Doug tells Carrie the real story about how he got his job driving a delivery truck 10 years ago when they were still dating.

Doug and Carrie see a marriage counselor after a computer records a vicious argument between them and they read the hateful text. Elsewhere, Arthur helps out with theater night at the senior center by directing and appearing in a scene from a play. But first, he must cast the part of his leading lady.

Doug persuades Carrie to take a pole-dancing class. But after he sets up a pole in their bedroom, he's horrified at her lack of talent. When Arthur learns what Carrie is doing, he feels that her stripper behavior is a direct result of his lack of parenting over the years, so he tries to make it up to her by spending more time with her. Carrie's not exactly thrilled.