Rusty gathers Brock, Sgt. Hatred, Pete White, Billy Quizboy, and the Triad to plan... Hank and Dean's home-schooling prom night. They have problems with the fact that Rusty is a cheapskate, but they all synchronize their watches. As they go, he tells Hank and Dean that their mission is to have the best prom that $500 can find.
Sky Pilot pilots the SPHINX battleship into the air with the majority of the SPHINX team, under the command of Hunter Gathers. They have Monstroso, and are there to negotiate with the OSI. They approach the OSI flying platform, send Hunters over in a sarcophagus, and cloak.
As Billy and Pete argue about prom music, Rusty complains about the $200 he had to put out for the water for the ice sculpture. Sgt. Hatred is outside, having gotten word that Henchman 21 is outside. He's burying Henchman 24's skull in the hopes that he'll go away. The ghost of Henchman 24, accompanied by his assistant ghost, Mr. Wendal, figures that if Henchman 21 solves his murder, then he can get away. Sgt. Hatred prepares to open fire, but Shoreleave shoots his scope out and insists he doesn't need a scope. Meanwhile, Henchman 21 turns up a Matchbox dune buggy. Sgt. Hatred fires a warning shot, and Shoreleave shoots off Henchman 21's wing. In response, Sgt. Hatred aims for Henchman 21's wings and hits him in the chest.
Brock drives Dean to the home of Dr. Orpheus' ex-wife, so that the boy can pick up Triana, his date. The Outrider takes pictures and Brock assures him that the limo is safe. Dean tries to pin a corsage on Triana's chest, but is interrupted when Triana's boyfriend Raven, on crutches, comes over. Meanwhile, Hank demonstrates "new Hank" by swearing.
Rusty is calling up prostitutes while explaining to Billy that Jonas Sr. set him up with porn stars for his prom date. He haggles with the escort service, and Billy offers to pay if they come in super heroine costumes.
The Monarch emerges from his quarters and finds the Moppets checking off names on the Eye for an I chart. They tell him that Henchman 21 went to the Venture Compound, but the Monarch figures that he's there for a good reason.
Shoreleave wakes up Henchman 21 inside of SPHINX headquarters. Thanks to his body armor, he survived Sgt. Hatred's shot. Shoreleave informs him that they're running a shell game with Monstroso, and prepares to brainwash then henchman. However, they get word of 15 agents laying siege to the base. Shoreleave offers to let henchman 21 aid in the defense of the bait and assigns one SPHINX agent to watch Monstroso.
Brock stops to let Hank pick up his date, while Triana keeps talking about Raven, who calls to check on her. Dean claims that his girlfriend, Tracy, had to work late and visit her sick grandmother. Meanwhile, the postal carrier arrives and tells Hank that she's not going at his prom date.
Gathers is taken to Cardholder and Doe, and notes that the corridors have been trashed. They refuse to answer why, and take Hunters to see General Treister. Treister wants Monstroso and the information he has on the Guild, but Gathers says that it's a negotiation. The general offers to wrestle for him, and Gathers takes him down and demands full clemency. He then tells Treister that Monstroso told them that there are undercover agents in the OSI. Treister becomes furious and then clutches at his chest. He tells Gathers to get away from him and collapses, and Cardholder and Doe storm in.
The Associates, Monstroso's henchmen, are the men lying siege to the gate. The Alchemist is there, but thinks there the band. Henchman 21 and Shoreleave spot them, and Henchman 21 offers to go over the weak spot in the electrical fence. Shoreleave lets him and warns him not to harm the Alchemist. When Henchman 21 points out that he's not a good guy, Shoreleave tells him that he is now.
As they drive back, Hank asks Triana where Kim is. They notice Dermott at the side of the road, trying to start his motorbike. They invite him to the prom, and Dermott agrees as long as his band, Shallow Gravy, can play.
With some help from the Alchemist, Shoreleave and his people take out the Associates. The Alchemist invites Shoreleave to the prom, while Henchman 21 is happy he's working with people who are competent. Brock arrives and Hank invites Henchman 21 to the prom. Shoreleave vouches for him and Henchman 21 goes in. Henchman 24 tries to get his attention without success, and one of the Associates, the former Henchman 38 for the Monarch, sees and recognizes him. Henchman 24 breaks the news that he's dead.
The Monarch and Dr. Mrs. The Monarch follow Henchman 21's maps through the sewers to the Venture Compound. They engage in submarine mode, only to discover that they don't have a submarine mode. They get to the landing pad, but realize that they left their prisoner and the paperwork in the trunk.
Gathers wakes up and discovers that Treister's office has been ransacked. The general is outside, confined in a chemical restraining device, and explains that he's a Hulk.
Brock gets Hank and Dean to the hanger, but Rusty is happier to see the prostitutes. The party begins with Pete as DJ. Rusty tries to pick up one of the call girls, while Henchman 21 questions whether he's villainous and Henchman 24 complains. Dermott thinks it's a lousy parade, and Dean mopes because Triana isn't his girlfriend.
The Monarch and Dr. Mrs. The Monarch come up through the basement and tell Sgt. Hatred that under Guild rules, they're allowed to come in to recover a defecting henchman. When he still refuses, they show him that they have Princess Tinyfeet, bound and gagged. The couple explains that the Princess wanted to be bound, tied, and locked up in the trunk. Hatred agrees but tells them they need to change clothing.
Rusty tries to impress a woman by introducing himself, and she slaps him. Shoreleave and the Alchemist explain that a sex act has been nicknamed the "Rusty Venture." They can't agree on what a Rusty Venture is, place a bet on who is right, and they start calling authorities. Colonel Gentleman claims he started the craze, but he describes the wrong thing. They call Watch and Ward at the Guild, but they can't agree. Rusty storms off, disgusted, while Sgt. Hatred comes in with Princess Tinyfeet and assures her he'll give her what she wants. The Monarch and Dr. Mrs. The Monarch come in, wearing formal clothing, and the Monarch dismisses it as lame.
Dermott and Hank begins performing with Shallow Gravy. Meanwhile, the Alchemist gets Triana's input on what a Rusty Venture is, and she displays a disturbing knowledge of the sex act. Her father wonders what she's up to at school. Dean, disgusted, figures that she's up to something with Raven. Angry that he's jealous, she leaves.
Angry that he's been rejected, Rusty goes to the lab with Billy and gets his special "Spanish fly," made from a mutated fly. Billy think it sounds dangerous, but Rusty insists that he's going to use superscience.
Treister explains to Gathers that he has testicular cancer, and he underwent gamma radiation treatment, and became a Hulk. He asks Gathers to keep his secret. Once he's alone, Cardholder and Doe tell him that they faked the whole thing to make him think he's been wrecking his office. Gathers figures that it's noble of them, until they explain that once Washington realizes that Treister is nuts, they'll turn control of OSI to them. Realizing their the moles, Gathers calls Sky pilot, but the SPHINX vessel has run out of gas and crashes onto the OSI flying fortress.
Henchman 24 can't believe that Henchman 21 has given up on him, and Henchman 21 tells him that it's over. Dr. Orpheus comes over and offers to help, and Henchman 21 explains he's being haunted by Henchman 21 and Mr. Wendal. Dr. Orpheus explains that Baba Oje, the Arrested Development's guru, is still alive, and Henchman 21 realizes that Mr. Wendal isn't dead. He turns to his dead friend, but there's no sign of Henchman 24 or Wendal. Orpheus gives him a hug, and Jefferson Twilight and his call girl join in.
Brock is making out with a prostitute and offers to let her give him an Action Johnny. He takes her into the SPHINX base and tells the rookie on duty guarding Monstroso to leave. Instead, the guard tranq Brock unconscious and reveals that he's actually... Molotov Cocktease.
Sky Pilot is tossed in with Hunters, and tells his commander that the rest of the crew ejected. He assures Gathers that Monstroso is fine, but Gathers realizes that Doe and Cardholder will kill him. A guard arrives to take him to the secret bridge.
Dean mourns the loss of Triana, and Hank and Dermott offer to help him get her back. As they leave, the monarch approaches Henchman 21 and says that it's time to destroy the compound. Henchman 24 says that the Ventures and their friends have been good to him, and he's quitting. He admits that he's talking to the ghost of his dead friend and he's in love with Dr. Mrs. The Monarch. She admits that they got drunk and kissed, on top of the unconscious Monarch. Everyone gathers for the fight, while the Monarch admits that they have an open marriage. Henchman 21 can't believe it and walks away from them. The Monarch takes credit for ruining their prom, throws down a smoke grenade, and tries to disappear.
Brock wakes up and runs out after Molotov Cocktease. He leaps onto the limo as she drives away with Monstroso. Shoreleave and the Alchemist try to stop her, but only end up turning the tires into gold. Brock goes after them, resolving to get things straight between him and Cocktease. He drives past Hank, Dean, and Dermott, who are on their bikes discussing having Dean dress up as a ghost and burning her name on her lawn. Brock finally catches up to Cocktease and boards the limo. She hits the brakes and throws him clear, but the limo goes halfway off a cliff.
Treister greets Gathers and has him take the wheel, and Gathers tells him that he's not a Hulk. The general knows there's no such things, and that Cardholder and Doe are the double-agents. He's prepared a surprise for them: the remaining SPHINX agents are hiding in a fake Monstroso corpse. Treister prepares to retire and shuffle off the mortal coil, and enters an escape pod. As he goes, he tells Gathers that he's a suitable replacement for him. He figures there's one thing that can kill him: alien technology. He enters the pod and is blasted off into space.
Pete announces that Hank and Dean have won the Prom King and King. However, they're not there, so Sgt. Hatred and Princess Tinyfeet win as runners-up.
Brock holds down the end of the limo and asks how long they're both going to keep trying to kill each other. He tells her that she's a bad person, and she knows nothing about duty or friendship. Cocktease tells him that she's changed, and tosses out her chastity belt. She insists that it's the real thing... for Monstroso. They're both bad people, so they're perfect together. Brock has had enough and tells her that he's not going to let her go. However, Cocktease warns him that her Blackhearts have infiltrated the compound, disguised as prostitutes. If she doesn't give the signal by midnight, they'll kill everyone there. When Brock threatens to force her to give the code, she says she'd rather die, knocks Brock off the trunk, and lets the limo plummet to a fiery crash.
Brock gets back to the compound only to discover that the prostitutes have all fallen in love with the guests. Rusty has dosed all of them with his Spanish fly. However, they start transforming into mutant fly girls. Brock smiles, draws his knife, and moves in for some killing.
In space, Treister emerges from his rocket, a note saying "Fix it!" on his artificial heart.
Dean puts on a sheet and calls out to Triana, while Dermott and Hank light up the sign saying "Triana" on her stepfather's lawn. The flames go out after the first letter, T, and Dermott and Hank run. Outrider and his wife come out, and tells Dean that Triana went to Raven's house. He tries to tell Dean that Triana and Raven are happy together, and Dean should move on and let her be happy. Dean doesn't buy it. Share this article with your friends