Jeff becomes jealous and fires Audrey's sexy male home Pilates instructor, Timmy and Russell fight for the attention of a hot waitress, and Jennifer is embarrassed when she learns about Adam's cheerleading past.
Audrey causes problems for and can't connect with the new surrogate mother, problems arise when Russell takes his date to a Criss Angel magic show, and Adam tries to prove that he can make repairs around the house.
Audrey's annoying friend Liz creates problems for Audrey and Jeff when she moves in the apartment directly above theirs, while Timmy is surprised when Russell asks for an audition to join his a cappella group.
Jeff makes more problems as he he and Audrey make final preparations for Brenda's surrogacy. Meanwhile, Russell and Timmy date women's professional basketball players, and Adam impersonates Jeff to get a shipment of Omaha steaks.
Jeff claims "victory" when he remembers his wedding anniversary and believes that Audrey forgot, while Russell uses Timmy as his translator on a date with a sexy Italian woman.
Audrey and Jeff set up Liz on a blind date with one of Jeff's coworkers, Timmy becomes alarmed when Russell begins flirting online with his sister, and Adam begins working out at a new kind of gym.
Jeff gets a rude awakening when he assumes that the surrogate pregnancy will give him the best of both worlds, and Timmy takes over as planner for Adam and Jennifer's wedding.
An old photo of Jeff in an art gallery encourages Jeff to get back in shape, and encourages Adam to take a photo of himself. Meanwhile, both Russell and Liz feel embarrassment the next day after they sleep together.
Jeff is bothered when Audrey gets a raise and buys a new television, Russell is curious when Liz begins dating another man, and Adam and Jennifer fake marriage proposals to get free food.
Russell mistakenly books a spot on a cruise filled with "Red Hat" women, Jeff and Audrey turn to the videotape to settle their latest fight, and Adam and Jennifer accidentally ruin Jeff and Audrey's paint job and couch.
Russell tries to get out of his accidental drunken marriage to Liz, Jeff tries unsuccessfully to give some dirty talk in the bedroom, and Adam wages a losing battle with the Sun.
Russell gives Liz a makeover to impress his dad, Jeff's "guys weekend" is ruined because Audrey is worried about her medical test results, and Adam is infatuated with his new friend, actor Curtis "Booger" Armstrong.
Jeff celebrates Audrey's inability to talk after her node removal surgery, Russell gets Timmy to fire an employee for him, and Adam discovers that he's only getting free stuff because of his good looks.
Everyone spends a weekend in Vermont to watch the leaves change. During the trip, Adam gets poison ivy on his hands, Jeff has an embarrassing experience on the inn's computer, and Liz begins to realize that her marriage is a sham.
Jeff finds a way to get his calls to Audrey to go straight to voicemail, Liz continues to make a move on Timmy, and a clothes salesman takes advantage of Adam's insecurities.
Jeff cheats on his diet behind Audrey's back with Brenda, Russell tries to hang out with the office's "ironic" new intern, and Adam struggles with his new early bedtime.
Unwilling to admit to Jeff (Patrick Warburton) that she made a mistake, Audrey (Megyn Price) reluctantly keeps a hideous chair she purchased. Timmy (Adhir Kalyan) suspects Russell (David Spade) has ulterior motives when he asks him out to a fancy lunch.