- Sea urchins
- Patrick Star
- SpongeBob SquarePants
- Frankie Billy
- Shelly Fishbowl
- Nat Peterson
- Harold "Bill" Reginald
- Sheldon J. Plankton (cameo)
- Larry the Lobster (cameo)
- Fish on the Camp Flabbee Gone bus
- Squidward Tentacles
- Security guards
- One of the Olafs
- Abigail Marge
- Jennifer Millie
- Martha Smith
- Nathiel Waters
- Norma Rechid
- Tina Fran
- Debbie Rechid
- Jimmy Gus
- Nancy Suzy Fish
- Sheldon (fish)
- Taylor Fishbowl
- Other audience members
The episode starts as SpongeBob and Patrick walk to each other and then they start to play - the idea of their game is to holler at the vehicles that pass by, which angers Squidward and some of the people in the vehicles. Then, Patrick falls asleep and when he wakes up he has a beard. Then, Squidward passes by and offers to teach Patrick everything he knows about how to be mature which upsets SpongeBob. SpongeBob decides to follow them promising he will learn how to be mature as well.
The three go into Squidward's house for a grown-up makeover. SpongeBob shows off his new look. Patrick likes his look until Squidward reminds him that he really shouldn't. They then go to a restaurant, and Patrick and Squidward order some tetrazzini while SpongeBob orders the milk and cookies. SpongeBob thinks Patrick is captured by Squidward and is brainwashed as his apprentice, sidekick and pawn.
Then, they go to the art place and SpongeBob follows them around and Patrick and Squidward tell the security to kick him out and he first put him out softly, but he doesn't leave so he ends up kicking him. SpongeBob sees Squidward and Patrick walking and Squidward mentions that the beard was the best thing that ever happened to Patrick other than himself. SpongeBob tries to remove his beard to restore his friendship. Squidward stops him and says that they are through with him.
Then, Squidward and Patrick go to the Opera House. SpongeBob is the bait as the performer in order to rescue Patrick from Squidward's tentacles, so Patrick and Squidward could see a lady which is really SpongeBob singing opera which Patrick says "She's beautiful." After SpongeBob sang opera to win Patrick back, Patrick begins to cry and sees HIS beard is really a sea urchin in hibernation. The sea urchin wakes up from Patrick's tears, and runs away from him. He chased it until SpongeBob says Patrick's name and he says "How do you know my name?" and he says that he is SpongeBob and they make up again then Squidward told all the guests that the show is horrible, but they disagree and threw food at him then the episode ends.
|( ‣ ) Associated production music|
|( • ) Original music|
|( ◦ ) SpongeBob music|
‣ SpongeBob History Song - Nicolas Carr, Sage Guyton, Jeremy Wakefield [Opening]
‣ Vibe Sting - Nicolas Carr [Patrick snoring]
‣ The Pollywog Strut - Nicolas Carr, Barry Anthony [Patrick falls asleep]
‣ Unknown Hawaiian Sting (a) - Jeremy Wakefield ["I do?"]
‣ Fooling Around - Barry Anthony ["And everybody knows that grownups never play with kids."]
‣ Lap Steel - Nicolas Carr [Transition to next scene]
‣ Lite Conversation - Nicolas Carr, Barry Anthony ["Let me escort you to my place, my good sir. We need to start with personal grooming for your grown-up makeover."]
‣ Steel Sting (b) - Jeremy Wakefield [SpongeBob laughs]
‣ Gorgeous Girl - Kurt Schick [Personal grooming]
‣ Little England - Paddy Kingsland [Bikini Bottom Men's Club]
‣ Dixieland Strut - [Optigan sample] [SpongeBob dancing]
‣ Airs and Graces (a) - Paddy Kingsland [Dinner]
‣ Thieving Magpie Overture - Gioacchino Rossini [Art museum]
‣ Steel Sting (a) - Jeremy Wakefield [Two security men take SpongeBob out of the art museum]
‣ Nude Sting - Nicolas Carr [SpongeBob kicked out]
‣ Wiggle Wobble - Pat Irwin [Squidward and Patrick leave the museum]
‣ Danger Sign - Harry Bluestone, Emil Cadkin ["I must remove that beard."]
‣ Armed Attack - Jean Clero ["That's it! It must be done!"]
‣ Wiggle Wobble - Pat Irwin [Squidward chews out SpongeBob]
‣ Steel Sting - Jeremy Wakefield ["You've only gone up three steps."]
‣ Fanfares 18 C Maj - Marcin Pospieszalski ["The famed Bikini Bottom...!"]
‣ Baroque Fin 22 C Maj - Marcin Pospieszalski ["...Opera House!"]
• Dear Friend - Aaron Springer, Gary Stockdale [SpongeBob sings]
‣ Steel Licks (b) - Jeremy Wakefield [Patrick cries]
‣ Wiggle Wobble - Pat Irwin [Sea urchin gets off Patrick's face]
‣ Busy Finale 07 B Maj - Marcin Pospieszalski ["Oh, please! You can call me Patrick!"]
‣ Fanfares 18 C Maj - Marcin Pospieszalski [Audience cheers]
‣ Unknown Track 88 - Ending
- This episode is available on the Disorder in the Deep, Complete Eighth Season, SpongeBob and Friends: Patrick SquarePants, and Next 100 Episodes DVDs.
- As of June 18, 2019, The Internet Movie Database (IMDB) gives this episode a rating of 6.6/10 based on 149 ratings by users. TV.com users give this episode a rating of 8.0/10 based on 112 votes.
- There was a promo for the episode when "Sentimental Sponge" premiered and it featured a clip from this episode, but the episode didn't air then.
- This episode was part of SpongeBob's Summer of New Premieres in June 2011 (see promo below).
- Although this episode premiered in 2011, it was made in 2010 according to the credits.
- Larry's S.U.B. truck from "Drive Thru" reappears in this episode.
- When Squidward teaches Patrick how to act like a grown-up, it's similar to when Patrick teaches SpongeBob how to act like one in "Grandma's Kisses."
- When Squidward and Patrick walk towards the Opera House, Squidward changes clothing, from just a simple red bow tie and his regular brown shirt to a full-on formal shirt, vest, purple bow tie, and jacket.
- The paper that SpongeBob originally took out while on stage had the infamous "There once was a man from Nantucket" limerick, which is known for being very risqué.
- Ironically, one of the things that is thrown at Squidward is a pineapple.
- This episode marks the second time Patrick uses a large amount of advanced vocabulary for nearly the entire episode. The first is in "Patrick SmartPants."
- This episode contains the third title card to be on a chalkboard. The first time is in "New Student Starfish" and the second time is in "Professor Squidward."
- Coincidentally, all episodes involve school and education.
- This episode marks the fifth time in the series that SpongeBob sings with a voice that is not his. The first is in "Ripped Pants," the second is in "Pizza Delivery," the third is in "Band Geeks," and the fourth is in The SpongeBob SquarePants Movie.
- This episode premiered three years after "A Life in a Day" and two years after "Squid's Visit."
- This episode premiered in Canada 12 years after "Texas" and "Walking Small," ten years after "The Algae's Always Greener" and "SpongeGuard on Duty," and two years after "A Day Without Tears."
- This episode was originally named Old Man Patrick.
- The name Old Man Patrick ended up being used in a future season 11 episode.
- When SpongeBob smudges the painting, he blurs the "mildly nude" parts. The painting is a parody of a famous painting called The Birth of Venus, but with fish instead of people.
- When Squidward and Patrick walk to the concert, Squidward wears his brown shirt and a red bow tie, but when the scene changes, he wears a tuxedo with a pink bowtie unless he went back to his house and changed between scenes.
- Patrick wears a top hat and has his cane when the scene changes, but did not in the previous scene.
- In the opening shot of the inside of The Famed Bikini Bottom Opera House, the Skywriter is shown, but when the shot is shown later, he is replaced by Frankie Billy. When it is shown for the third time, it is the Skywriter again.
- Squidward mumbling to himself and SpongeBob and Patrick Boat Screaming by different vehicles.