Walden tells Alan that he's going to propose to Zoey and asks Alan if he'd be his best man. Alan accepts the honor but worries about being homeless. Walden spares no expense at setting up the proposal with fireworks in the background and Michael Bolton serenading the couple. However, Zoey turns down the proposal and runs out of the restaurant. A few hours go by and finally Michael Bolton brings a very intoxicated Walden home. Walden then makes Alan take him to Zoey's apartment to find out why she turned him down and she eventually confesses that there is someone else in her life, an old boyfriend whom she still may have feelings for. The reality of the breakup hits Walden and he finds himself at Pavlov's with Alan wondering if it would be easier if he were gay and Alan was his lover. Walden tells Alan to forget about it after he spots a pretty girl sitting next to him. Walden brings the girl home from the bar and, while making out, her face begins to morph into Zoey, then his ex-wife, and then his mom. Walden starts to lose it and starts screaming at the girl sending her running out the door. Walden is unnerved by the images of these women that he thinks he's seeing while Alan watches, thinking his friend has lost his mind. Jake shows off his new Army haircut while Skyping with his dad and Berta.