Audrey forces Jeff to drastically change his eating habits and eat more healthfully after his physical. This causes him to sneak out to fattening dinners with their surrogate Brenda and have a food "affair." Audrey catches him and in the end agrees to compromise; he will eat foods that are good for him but he needs to be able to eat some of the things he loves as well. Russell has taken a liking to their new hip intern Topher and begins going to cool clubs with him at night and Timmy is left behind. Russell tries to keep up with Topher but is too old and is exhausted and ends up eventually back at the diner with Timmy who is surprised at how much he actually missed Russell. Meanwhile Jen is doing an early morning work out class and Adam has to go to bed early every night with her, left bored and wide awake. Figuring out he can watch TV with headphones once Jen is asleep, he stumbles upon some adult entertainment and enjoys it from the inside of the closet.