All That (Season three)

*Cooking with Randy: Mandy (Angelique) is gone so Randy interviews new co-hosts.
*Vital Information w/ Lori Beth Denberg
*Good Burger: Ed meets twins. Special Guest: Tia Mowry and Tamera Mowry
*Everyday French with Pierre Escargot
*The Gifted Class: Principal Pimpell teaches a "special" class with students like Lump Maroon, and students who are amazed by the light switch, except the new student, Trudy (Amanda).
*Superdude introduces Musical Guest: LL Cool J "Who Do Ya Luv"
(First episode to feature Amanda Bynes)

*Superdude vs. Bullies and Yogurl: Mark Cant and Penny Lane (Alisa) are at the supermarket when some bullies begin to make fun of them. They torment Mark, who runs into a women's bathroom...and a few seconds later, Superdude appears! He easily dispatches the bullies. Once they are gone, a delivery man appears with a giant tub of yogurt-which contains Yogurl (Kel), the dairy vixen! Superdude is knocked out for a while, but the Explaining Girl (Katrina) appears from inside the dairy display and cleans him up with a moist towelette. Superdude then uses his "cold breath" to transform Yogurl into a frozen treat, which all of the supermarket patrons eat!
*Repairman In Space: When the captain (Kenan) of a spaceship is trapped outside, the other members of the crew (Josh and Katrina) try to repair the door. Repairman (Kel) falls from the ceiling and takes a stick of dynamite to the hatch, blowing half the spaceship up! He then "repairs" the captain's jet pack, which sends him flying into space without a helmet! The other astronauts escape just as Repairman begins to use a saw to destroy everything.
*Everyday French with Pierre Escargot
*Show & Tell: A student (Josh) shows his Chicken Pox
*Vital Introduction Musical Guest: Montell Jordan "Baby, I Like"

*Good Burger: Health Inspection (Oliver Muirhead)
*Cooking with Randy and Andy: Randy interviews a new possible co-host, a chocolate lover like him, Andy (Amanda) but who loves chocolate more?
*Everyday French with Pierre Escargot
*The BIG Note: Miss Fingerly catches a student passing a HUGE note. She decides to make him read it out loud-which takes 100 years!
*Vital Information w/ Lori Beth Denberg
*Miss Fingerly's Class (OLD after that still unfinished note) introduces Musical Guest: Immature "Watch Me Do My Thang"

*Ishboo receives a house call from the doctor. (brief appearance of Ren and Stimpy)
*Vital Information w/ Lori Beth Denberg
*Island Girls are "visited" by Kiki's also equally crazy sister, Didi (Katrina) who just leaves them stranded on the island.
*Mavis & Clavis: Substitute Teachers in Shop Class.
*Pierre Escargot introduces Musical Guest: Dru Hill "Tell Me"

*Good Burger: Fantasy Ed Special Guest: Tyra Banks
*Vital Information w/ Lori Beth Denberg
*Ask Ashley: The adorable Ashley (Amanda) reads letters and gives advice to their writers. Unfortunately, everyone asking for advice is completely stupid. One boy doesn't even know how to turn over a peanut butter and jelly sandwich! Ashley goes on violent rants against everyone that sends her a letter.
*Class Cowboy: A new student from the Wild, Wild West (Josh) joins Ms. Fingerly's class.
*Peter & Flem:
Peter treats his wounds with fresh bandages while Flem uses his as chip dip. Also, Peter find something special: a shiny penny. Flem also finds something special: a hobo! *Pierre Escargot Introduces Musical Guest: Blackstreet "No Diggity"

*Ishboo visits the Psychiatrist.
*Vital Information w/ Lori Beth Denberg
*Island Girls vs. Natives
*Lemonade Scammer & Co: The scammer (Katrina) gets competition from another lemonade scammer (Amanda)
*Island Girls Intro Musical Guest: A Tribe Called Quest "Stressed Out"

*Meet the Maroons: We meet Lump Maroon (Kel) and the rest of his family (Lori Beth,Josh And Alisa)!
*Vital Information w/ Lori Beth Denberg
*Good Burger: Ed messes up a girls (Amanda) birthday party.
*Bradley The Big Ol' Baby: The big ol' baby is in Miss Fingerly's class.
*Peter & Flem Intro Musical Guest: 702 "Stee-Lo"

*The Okrah Show: Today's Topic: Self Defense
*Vital Information w/ Lori Beth Denberg
*The Geek Club: A cool kid (Kel) tries to join a club only for geeks and nerds.
*Everyday French with Pierre Escargot
*Ask Ashley
*Peter & Flem
*Ask Ashley Intro Musical Guest: Tony Toni Tone "Let's Get Down"

*Cooking with Randy & Farley: Randy is joined by a special guest, Farley. Farley has the same feelings for ketchup that Randy does for chocolate. The two soon begin to battle over which treat tastes better. Special Guest: Chris Farley
*Vital Information w/ Lori Beth Denberg
*Coach Kreeton's Date
*Squash-Hick: Squash-Hick and Squash-Girl talk about what they love the most and wait for Squash-Boy to come out but the costume isn't ready yet so Josh and Katrina have to stall.
*Vital Introduction Musical Guest: Mint Condition "What Kind of Man"

*Earboy Bullies: Earboy and Pizzaface have problems with bullies so, they go to Ross Perot for help.
*Vital Information w/ Lori Beth Denberg
*Super Okrah (Superdude Vs Milkman on The Okrah Show)
*Haunted Hand
*Musical Guest: 112 "Only You"

Special Guest: Sherman Hemsley
*Good Good Good Good Burger: Ed shows off Good Burger's new burger with 4 meat patties.
*Vital Information w/ Lori Beth Denberg
*Island Girls Independence Day
*Everyday French with Pierre Escargot
*Ask Ashley
*Loud Librarian Introduces Musical Guest: Nas "Street Dreams"

*USS Spaceship: Is invaded by a weird mocking alien. Special Guest: John Leguizamo
*Vital Information w/ Lori Beth Denberg
*Earboy: Walter & Pizzaface start a band called "The Mutations." But who can they get as a bass player? Of course-Ross Perot!
*Everyday French with Pierre Escargot
*Dr. Bynes sketch is interrupted when the audience start playing beach ball and then "Kevin Ball"
*Musical Guest: Mona Lisa "All I Do"

*Repairman comes to repair a pizza parlor and broken relationship (Alisa & Josh).
*Vital Information w/ Lori Beth Denberg
*Loud Librarian: Ms. Hushbaum's ultra-quiet library is in need of some repair work. She uses a jackhammer to do just that, expecting the students to be silent as always.
*Pierre Escargot
*Everything Sticky: A store where everything is slimy and sticky.
*Lori Beth meets Ray-J in the green room and gives him her demo.
*Repairman Intro Musical Guest: Ray J "Let It Go"
(Last episode to feature Katrina Johnson but, she was still credited in the opening credits until Episode 56)

*Good Burger: Food Critic Special Guest: Sherman Hemsley
*Vital Information w/ Lori Beth Denberg
*Bradley's Big Ol' Date: Bradley's date (Tricia)
*Ask Ashley: Ashley is once again infuriated by a foolish letter. But after her tirade, none other than famed anger management psychiatrist Dr. Joyce Brothers appears! She teaches Ashley some anger management techniques, and tries to read a letter herself. Unfortunately, it is about a boy who doesn't know how to turn the lights on in his house, and Dr. Joyce goes on a tirade of her own. Special Guest: Dr. Joyce Brothers
*Vital Introduction Musical Guest: Heavy D. "Big Daddy"

*Detective Dan: Mistakenly goes to a family's house and accuse them of robbing their own house!
*Vital Information w/ Lori Beth Denberg
*Miss Piddlin: The New Lunch Lady (Kenan) who will hurt anybody who won't eat her peas.
*Everyday French with Pierre Escargot
*Really Loud Librarian: Studying is always a joy in Ms. Hushbaum's library. She'll go ballistic if anyone makes a single sound, so the place should be quiet! Ms. Hushbaum tends to a very loud herd of sheep while she goes about her business.
*Vital Introduction Musical Guest: For Real "Saddest Song"
(First episode to feature Tricia Dickson,But also appeared in one before this episode)

*Superdude's Evil Twin: The civilians can't tell the difference between Superdude and his evil "twin" (Amanda) who is trying to rob a bank. Testing superpowers doesn't work-both Superdudes are super-strong (although Amanda only tears a piece of paper in half, with difficulty). The Sweaty Lady's pitcher of milk is tossed on the two, and only the real Superdude is knocked out. Evil Superdude tries to finish robbing the bank, and stops to collect her free toaster (comes with opening an account.) Thankfully, the Sweaty Lady has a blow dryer, and the civilians dry off Superdude, who uses his magnetic butt to attract the toaster and catch the fake.
*Vital Information w/ Lori Beth Denberg
*Family vs. Family (The Kopelows vs. the Maroons): The Maroons go against the Kopelows in this game show. *Everyday French with Pierre Escargot
*Miss Fingerly: The students can't understand Miss Fingerly when she gets a tooth pulled.
*USS Spaceship intro Musical Guest: Az Yet "Hard To Say I'm Sorry"

*Good Burger: Scratch & Win
*Vital Information w/ Lori Beth Denberg
*Complaint Department Special Guest: Antoine
*Coach Kreeton: Kreeton is the new Hall Monitor
*Peter & Flem

• Lori intro Aaliyah

*Musical Guest: Aaliyah "One In a Million"

*Okrah: Secret Crushes

*Vital Information w/ Lori Beth Denberg
*USS Spaceship VS. The Hoganoids: While flying through space, the U.S.S. Spaceship crew encounters the ultra-greedy Hoganoids. They want to "hog" up the whole universe, despite Captain Tantrum's protest- "space is very...spacious!" The crew manages to turn the Hoganoids greed against them, though, when Ulcer sends over a giant missile with a bow on it. The Hoganoids accept the gift, which the U.S.S. Spaceship crew energizes, sending bacon flying everywhere.
*Ask Ashley
*Miss Fingerly intro Musical Guest: Monica "For You I Will"

*You Can't Win: The game show where no one can win, hosted by Jerry Fytootal (later Futile), played by Josh Server. The panelists are Megan, portrayed by Amanda Bynes; Shelley, played by Alisa Reyes; and Antoine, performed by Kenan Thompson. Near the end of the sketch, Antoine gets "an entire ten seconds" to consume a big bowl of vanilla pudding; with 1 1/2 seconds left, though, he dumps it on top of Jerry's head and bolts, laughing and smiling. (Special Guest: Antoine)
*Vital Information w/ Lori Beth Denberg
*Class Disruptions
*Mavis & Clavis in Shout!: The duo perform SHOUT in the audience
*Antoine Introduces Musical Guest: MC Lyte "Cold Rock a Party"

*Miss Piddlin
*Vital Information w/ Lori Beth Denberg
*The USS Spaceship Beginning: Cap'N Tantrum meets her crew and faces Thumbtax (Lori Beth).
*Everyday French with Pierre Escargot
*Squash-Hick: Squash-Boy isn't ready AGAIN so Josh & Amanda just go audience fishing.
*Good Burger introduces musical guest
*Musical Guest: Erykah Badu "On and On"
(Last Episode to Feature Alisa Reyes and Tricia Dickson)