Doug needs to find a way to get to Vegas for the weekend with his friends. He decides to build up some credit with Carrie by taking her to a spa. Arthur teaches Spence to count cards in preparation for the trip. They decide to test his skills at a church poker tournament.
Carrie is put in charge of a group of people and has to get a project done. She works during the night and Doug begins to miss her, so he starts spending time with Arthur.
Carrie gets fed up with Doug and his weight problem and convinces him to go to an over-eaters group. Doug goes but sees the food in the room is all healthy so he walks into a room with doughnuts. He soon finds out that it is a support group for people in abusive relationships. Soon Doug starts blaming his overeating on Carrie and her constant anger at him.
IPS hires a new worker and the guys love him. They think he is one of the funniest guys they have ever seen. Doug does not like this because he was the funny guy before all of this. He decides he has to win back the favor of the men.
Doug is forced to go to a work function with Carrie. When one of Carrie's coworkers comes up to him and starts talking he decides to fake a heart attack because he cannot remember her name. As a result of this, Carrie's boss decides to send Doug into testing to make sure he is in okay health.
Doug's parents come to visit and Doug surprises them with tickets to see one of their favorite plays. Doug's dad does not want to go or even spend time with Doug's mom because he is busy getting ready for a model train expo. Arthur starts spending time with Doug's mom and soon he starts to like her.
Doug and Carrie are shopping for Christmas when Doug sees a midget hitting on Carrie. He decides to go over and chase him away. Later when he is trying to buy something he realizes his wallet is gone, and thinks the midget stole it. Doug decides to hunt him down with Arthur's help rather than talk to a short policeman about it.
Doug and Carrie get in a fight with Deacon and Kelly and soon they are off trying to find a new couple to be friends with. They are unable to find anybody and are stuck hanging out with a couple they hate to avoid the Palmers. While out with the other couple they meet some of the other couple's friends and fall in love with them, but have to think of a way to get their phone number from them.
While out shopping Doug finds a new cologne that he likes. Everyone is complimenting him on how good he smells, until he gets home and Carrie tells him that she hates it. Doug decides to keep wearing it in secret, and soon Carrie finds out and tries to get him to stop by doing things he hates.
Carrie starts making some extra money and decides to hire a maid. The new maid really annoys Doug because she is constantly moving things and only speaks Spanish. Doug decides to fire her and hire Spence's mom who ends up being terrible at the job.
Doug wants to take classes to learn to become a bartender, which has always been his dream. He soon realizes that being a bartender is not as fun as he thought it would be.
Lou is selling some of his old exercise equipment, and his video games which he has become addicted to so his wife is making him sell them. Doug decides to buy a home gym because he feels that Carrie might be putting on some weight. Lou agrees to be their personal trainer, and Doug has a hard time, so he agrees to let Lou play video games during his workout time if he does not have to do any work.
When Doug and Carrie were dating Carrie was afraid Doug was not serious about her. Doug told her the most romantic thing she had ever heard and she was in love with him ever since. She finds out that the line was from a stupid movie and was said to a monkey.
Doug is delivering a package to his old high school and sees his football coach. Soon he is returning constantly and being treated like a football legend. Arthur loses his eye drops and temporarily goes blind, deaf, and mute, leaving him completely dependent on Holly.
Carrie is feeling depressed about her looks with her 35th birthday approaching. Doug decides to get construction workers to hit on her as she walks by.
Deacon has a new friend that he is spending time with. Doug gets jealous, but when he finds out that he is black, he decides Deacon must be fulfilling his "black needs." Doug gets upset when he finds out that the new friends is basically a black version of himself.
Doug wins tickets to go see a Final Four game in St. Louis and Carrie wants Doug to take Arthur. Doug does not want to but Carrie says he will never have to do anything with Arthur ever again if he does this. Doug jumps at the idea but his plane is delayed and Arthur wanders off leaving Doug in a bad situation.
While eating lunch at a diner with Deacon, Doug manages to annoy a waitress so much that she says she wants to fight him when he finishes eating. Carrie is going shopping to find things to redecorate her office and convinces Holly to come with her so she can use her van.
Carrie is out buying an iPod and the cashier forgets to ring it up. Carrie goes to talk to her pastor about what to do. Doug is delivering to a family and is invited to come in from the cold. He finds out that the wife's father will be moving in soon and tries to convince them what a bad idea it is.
Carrie gets sky box tickets for a baseball game and brings Doug, Deacon, and Spence to watch while she talks to a possible client. Doug offends the client and Carrie sends Doug and Deacon away before she can realize Doug is married to her. She makes Spence pretend to be married to her.
Doug decides to go listen to a presentation about a timeshare at a ski resort so that he can get a free plasma TV. Carrie gets worried that one of the salesmen will convince Doug to buy something and wants to leave. Spence and Danny pretend to be a gay couple to get a free TV too.
When a neighbor dies, Doug and Carrie decide it would be a good idea to buy the house so that they can sell it for a profit.