With a visit from Adam's mom, Fay, right around the corner, Audrey warns Jennifer about the judgmental tendencies of a mother-in-law. Though she's never met Fay, Jennifer isn't worried because she's had a number of positive phone calls with her. However, once she is forced to share a space, and Adam, with Fay, Jennifer ends up being the one who is judgmental at Fay's kooky behavior. Fay loves to get naked, doesn't believe in marriage and enjoys sticking it to "the man" whenever possible. When Jennifer realizes that Fay really means well, she decides she'll have to learn to be less judgmental. But she still doesn't want to see her mother-in-law naked. Across the hall, Audrey and Jeff discover life without television. They do their best to get creative, but even extended Monopoly games and sex get boring. Fortunately they get hooked on watching Jennifer and Adam argue in the hallway when Fay is in town. Meanwhile, Russell loves spending time with Adam's mom, seeing her as an ideal mother figure. But his interest takes a turn when he and Fay participate in a naked art piece together.