A surprise visit from Audrey's (Megyn Price) sister Barbara (guest star Heather Locklear) opens a window of opportunity for Russell (David Spade) to prove that beauty is more than what meets the eye - or at least a function of personality and good strategy. Meanwhile, Jeff (Patrick Warburton) and Adam (Oliver Hudson) commiserate on their loss of "personal" time, until fiancée Jennifer (Bianca Kajlich) inadvertently puts an end to Adam's mourning.
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