- Is Ted having second thoughts about designing GNB's new skyscraper because it would tear down a landmark, or because he's trying to impress a woman? Meanwhile, Lily shares a secret about Robin's new boyfriend with Marshall.
- Despite believing it his big break, Ted tells Barney that he is quitting his job designing the new GNB headquarters since he has learned that the site of the building is where the old Arcadian Hotel stands. The Arcadian, a once grand building, has fallen into disrepair of late. The gang believe that Ted's stand is probably not because of a want to save the building but because there is a woman involved. They are correct, the woman being Zoey, an activist, for who saving the Arcadian is only one of many of her causes. But being a beautiful "architecture nerd" is what turns Ted on about her. As Barney does whatever he can to make Ted change his mind or have someone else change his mind for him, some further information about Zoey may really bring into light whether Ted is doing this for the Arcadian or for Zoey. Meanwhile, Robin has started dating Marshall's friend Max. When Lily tells Marshall some news about Max that Robin passed onto her, Marshall may never be able to look at Max the same way again, or at least look at him below the waist the same way again.—Huggo
- Barney is excited that he and Ted get to work together since Ted is designing the new GNB building. However, when Barney reveals the site for the future building is to be situated on the current location of "The Arcadian," a hotel that Ted describes as an architectural landmark, Ted refuses to go through with it. Barney is suspicious as to why Ted is so against the old building's demolition, and eventually has Ted reveal that he met a girl, Zoey (Jennifer Morrison).
Zoey was as adamant as Ted about preserving the building, and had even organized a public protest of keeping it from getting demolished. Ted admits joining the protesters, leaving Barney stunned. Barney realizes Ted must not have told Zoey he was the architect of the new GNB building, and Ted admits he had told her he was a veterinarian. The gang remembers how Ted had a habit of changing his personality to mirror the girl he is dating. He has been an adrenaline junkie, a Merlin, a civil war enthusiast and so on. Ted assures Barney he isn't against the plan because of Zoey, but Barney remains unconvinced, pointing out Ted had done crazy things before because of a girl. Later, Zoey reveals she had been arrested several times due to previous protests, and Ted, realizing how passionate she is, decides to join her in a picketing. Barney retaliates by having a billboard lowered in front of the building revealing Ted to be the architect of the new GNB building. Ted confronts Barney, who had hoped that Ted would agree to design the building after ruining his chances with Zoey.
Barney tells Ted he can design the building however he likes, and at this, Ted agrees to design the building. Ted incorporates the Arcadian's facade into the new building's design, thus preventing its demolition, and eagerly shows it to Zoey. Zoey is thrilled, but then Ted notices a ring on Zoey's finger, and Zoey confirms she is married. Ted then realizes he had been doing this because of Zoey, at which he promptly throws his design away and leaves. Later, Zoey has her group throw eggs at Ted's apartment window.
Meanwhile, Marshall and Lily continue to try to conceive a baby. Robin and Max have hooked up, and Marshall is happy for his former law school friend. However, after Lily tells Marshall that Max has a small penis, Marshall is flustered and is constantly thinking about it. While Marshall and Lily have dinner with Robin and Max, Marshall constantly makes references to it by mentioning sizes and trying to imply he still thinks Max is great. This makes it awkward for Robin and Lily, though Max doesn't seem to notice. When Max leaves momentarily, Marshall reprimands Robin and Lily for telling him about Max, and is then shocked to learn that Lily tells Robin about her sex life, too. Robin argues that Marshall probably does the same with other guys with "locker room" talk, though Marshall claims this never happens. Later, while having sex with Lily, Marshall is haunted by the thought of Lily telling Robin about it later, and Marshall ultimately storms out of the room. Marshall has Lily call Robin later, telling her the sex was amazing in a scripted speech, though Robin recognizes what Marshall is doing.
In the end, as Marshall, Ted, Barney, and Max gather in a locker room, Max states he's thinking of breaking up with Robin due to her odd behavior in the bedroom. Ted and Barney know what he's talking about, though when Marshall tries to ask about it, Max just scoffs and says "Locker room," and Max, Barney, and Ted leave.
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