Prom is fast approaching, but who will beat who to invite the other to prom in the race between Carl and Jane?

Jane gets arrested by Agent 45 for being a human with unauthorized knowledge of Angels. Carl and Porter worry about Agent 45 taking Jane away.

Carl struggles to regain his memory after Denise and Porter's memory magic goes awry.

Carl offers to help Jane with her haunted house so she can leave early and go to Brittany's sleepover. Porter magically makes the haunted house scarier, but he and Carl soon discover they've created a monster. Jane thinks she's going to have a great time at Brittany's sleepover.

Alex is staying with Carl and Porter and he's driving them nuts with his sleepless habits. Porter uses magic to put Alex to sleep but, when Alex won't wake up, Carl and Porter have no choice but to wake him from inside his dream. In the meantime, Denise is excited for her first date with Carl, but is left fuming when he doesn't show.

In this second episode of a two-part story, Carl finds himself in Heavenly Court, testifying to keep Porter from getting expelled for using regeneration magic. Meanwhile, Jane, Brittany, Serge and Alex try to figure out what has happened to the missing Carl and Porter.

When Bennett High gets a new foreign exchange student named Bianca, Porter uses magic to make Carl her official translator. As one of the top athletes in her country, it's inevitable that Serge falls for Bianca. But when Carl translates Serge's sweet nothings to Bianca, she thinks Carl is the one expressing his love and falls for him. It's up to Carl to turn Serge into the man of Bianca's dreams.

It's the first day of 10th grade and Carl can't wait for the chance to win Jane over; if only he could talk to her without turning into a blubbering mess. Hoping to help Carl, Porter uses body swap magic so that Porter, in Carl's body, can express himself eloquently to Jane. But when the body-swap magic goes awry and Carl gets trapped in the body of a puppet, who on earth is stuck in his?

After a disastrous presentation all Carl wants is a chance to do it over so Porter grants his wish, but doesn't realize that time magic is temperamental, leaving Carl stuck doing the exact same presentation over, and over, and over...

When Carl and Porter are grounded, Porter creates magic doubles to take their place at home while they sneak out to DJ the school dance, but the doubles turn out to be more interested in partying than staying at home.

Carl's hands are cramped up from playing too many video games, and isn't able to write his science test. Porter tries to help him by lending him a magic pencil, but when Serge snatches it off Carl's desk, he's stumped!

When Jane posts the list for the new debate team, there is some confusion about who she's picked. Did she really pick Carl over Melissa just because they're dating?

After stepping out of line to get some movie paraphernalia, Carl and Brittany lose their spot to see Cosmonaut Claire 3-D on opening night. Porter can't use his magic to make counterfeit tickets, so what can they do?

Jane realizes that she has a crush on Carl, but it's too late because he's moved on! She must figure out a way to get him to "re-like" her.

Equipped with the seemingly impossible AIT assignment of making Carl Montclaire the most popular kid at Bennett High School, Porter Jackson poses as Carl's long lost cousin from Vancouver to everybody but Carl, to whom he explains his situation. Carl tries to tell his friends that Porter is an angel, but instead manages to convince them that he's Japanese. Carl is further riled when Porter signs him up for a basketball shootout against sport supremo Serge. Serge takes a 20-0 lead but Porter's magic allows Carl to level the game. Dr Cassabi arrives in time to lift the enchantment, but Carl sinks the final shot anyway.

Carl ditches Alex to be the beautiful Brittany's lab partner. But when Porter uses some of his angel magic to make Carl see Brittany for what she really is , Carl learns that Brittany isn't the best lab partner after all.

Carl is excited to take over the school's radio station. With Alex as his gag man, the radio show becomes a hit with the students, but not the Principal. Meanwhile, Porter becomes the manager of Brittany's new girl band comprised of herself, Denise and Jane. But when the girls can't get along, it's up to Porter to keep the dueling divas together.

After a clueless Carl offends Denise on their first date, she shows him what it's like to be a girl - by turning him into one! It's not long before Serge falls for "Carlie", the new girl at school and the pressure is on Porter to find a solution. Meanwhile, Jane gets a part-time job at Mama B's pizza and develops a crush on a cute boy, which jeopardizes her new job.

Jane taps Carl as her running mate in the school election but, when they butt heads with the Ski Club, Porter is unwittingly forced to run against them and, let's face it, try as he might, Porter Jackson can't lose.

After a series of embarrassing bake sale incidents, Carl asks Porter to use his magic to make it so that Angela isn't his Mom, and Carl ends up in an alternate reality where he never existed!

Carl wants to try out for Jane's play to land a kiss with Brittany, but Porter ends up getting the part, leading to drama on and off stage.

When Jane wants to get out of history class, Carl offers to cover for her. Unfortunately he doesn't know how. Denise creates a temporary Jane double, but when Carl and "Zombie Jane" get an "F" on their presentation, Carl has to devise a way to reverse their failing grade. When Denise's review board finds out that she created a zombie double of Jane, it puts her A.I.T. status in jeopardy.

Convinced that it will help him with his popularity, Porter signs Carl up for the school's trivia team. Carl loves the team, but is scared of answering questions under pressure so he becomes the team coach instead. But when the Bennett High loses their star player, Carl must face his fear and join the team.

As an Angel, Porter doesn't have anyone to sign his school field trip permission form, so he magically fakes the signature. But when Principal Malone insists on meeting Porter's fake dad, he and Carl are in deep trouble. Denise offers to step in and magically pretend to be Porter's dad. Meanwhile, Brittany wants to be the star in a commercial video contest.

Carl hopes that Jane will buy him at the upcoming "cool guy charity auction" so they can go to a concert together, but she ends up buying Porter instead, leaving Carl stuck with Brittany. When Brittany embarrasses herself with a horrible audition, Carl tries to cheer her up and they share a kiss - one which Jane witnesses!

When Porter's magic accidentally sends Carl into Jane's computer, Carl gets bounced around to several different electronic devices. He eventually makes his way into the computer of new student, Ty, and discovers that Ty has been cheating on his tests. Meanwhile, Denise tries to get Brittany and Serge to understand "Oliver Twist", but has trouble getting them to relate to anything but themselves.

Carl's excitement at playing badminton is short-lived when he discovers the new coach, Elliot, has a particular interest in picking on him. Meanwhile, Jane is determined to go undercover and write an expose on Brittany's cruel "Frenemy" club for the school paper. As part of her initiation, Jane exposes one of Alex's secrets.

Jane wins Bennett High a preview screening of the film adaptation of her favorite science fiction book, "Cosmonaut Claire". When Porter accidentally beams Space Pirate Bruce out of the film, he and Carl must chase him down and get him back into the movie. Meanwhile, Denise and Dr. Cassabi are excited about a show of their own, but have to make the most of it when they get terrible seats.