Film watched: City Limits
- Crow and Tom drop a load of ping-pong balls on Joel as an homage to Captain Kangaroo. He's not amused.
- The SOL crew produce Mr. Meat & Potato-Head for newly-born vegetarians who don't know what to do with the meat still in their freezers. The Mads invented Tupperware which helps contain pop star freshness. They demonstrate with Morrissey.
- Crow presents "Oh, Kim Cattrall", his love ballad to Kim Cattrall. It's a cappella. Then he ropes Joel, Tom and Gypsy into recreating a scene from Mannequin.
- Crow and Tom look through their comic book collection, then start coming up with their own superheroes.
- Even more superheroes are imagined. They need to fill up the Fantastic 85, after all! Or is it Fantastic 185?
- While playing the City Limits Trivia Game, they realize they don't remember anything about the film. The first fan letter would like to join the Information Club, while the second one tells some jokes. Morrissey is sniffing Dr. Forrester, forcing Frank to chloroform him.
The Mystery Science Theater 3000 presentation contains examples of:
- Berserk Button: Joel gets increasingly irritated with the Bots' repeated NBC Mystery Movie riffs every time a flashlight appeared. By the start of the next episode, Joel is putting them through Behavioral Conditioning.
- Call-Back: Frank singing "I sing whenever I sing whenever I sing" to himself during the opening skit.
- Joel makes a quick joke about a phone in the movie being the Cheese Phone that the Mads once used in a previous invention exchange.
- Crow loses his eyes in the first segment and says "help me" in the same inflection as the random blind man from Rocket Attack USA.
- Joel references The Sidehackers, Mighty Jack and Pod People when singing to the credits, ending with his comparisons with a Curse Cut Short.
- Crow mocks a buggy computer, saying "Must be System 7". Servo, the avowed Mac fan, protests "Hey!", harkening back to Crow and Servo's PC/Mac debate from Gamera Vs. Barugon.
- Celeb Crush: Crow's crush on Kim Cattrall begins here and continues until The Magic Sword, where his affections switch to Estelle Winwood.
- Ending Fatigue: Servo and Crow get really impatient during the end credits, annoyed that they can't leave. Servo: CAN WE JUST PLEASE LEAVE NOW?!
- Even Nerds Have Standards: Crow and Servo have this exchange as they sort through their comic books (also doubles as a Take That!):Crow: Shouldn't we be carefully placing these comic books in plastic bags?Servo: No, we have lives.
- Filk Song: The guys make up their own snarky lyrics to the end credits rap.
- Getting Crap Past the Radar: "Would you guys mind if I opened my umbrella here, I just thought that—you never know when something..."
- Glasses Pull: Observed in Kim Cattrall's character:Tom Servo: She just has those glasses so she can pull them off dramatically.Crow: I like it!
- Running Gag: A variation on "This is CNN" is uttered nearly every time James Earl Jones's character appears on screen.
- Scenery Censor: Joel stands up just at the right time while holding an umbrella to obscure Frankie skinny-dipping.
- Seasonal Rot: In-Universe. For their Invention Exchange, the Mads use Pop Star Tupperware to keep the freshness in pop stars, with Morrissey as a start.
- Shout-Out: "Rules? In a knife fight?"
- As Robby Benson's character is talking on the phone, Crow responds as the other end of the call by saying, "Uh, yeah, your girlfriend just threw something off a bridge." That's a reference to Benson's role in The Film of the Song Ode to Billy Joe.
- Super Team: Joel and the bots develop a list of increasingly oddly named superheroes to fill out their "Fantastic 85" (upgraded later in the episode to the "Fantastic 185").Crow: Super Sim Catrall!Joel: (confused) Super Sim Catrall?!
- Troll: Joel clearly was getting a kick out of using his umbrella.
- With Lyrics: The guys sing along with the end credits.