Todd comes into Claudia's room, where she is doing homework. He wonders if she's okay because she canceled a session. She can't believe he came all the way over there to check on her. Poor Todd. Claudia keeps making him prove himself to her. Maybe if he had more than one facial expression, she could understand his feelings better. Anyway, he asks what's going on. Claudia thinks it sounds stupid, but she failed her Much Ado exam. Actually, she just didn't show up for it, because she thought that she should make up for the paper she..but she cuts herself off before revealing her cheating. Anyway, the point is that she can't do this anymore. All the school and sessions and parties and after-parties are too much for her. She doesn't know how Todd does it, but she can't continue to keep up with him. She was worried that if she didn't, she would be left behind. Todd tells her that she probably has to study. Claudia does, and Todd gets up and starts pulling things out of his bag. Claude asks what he's doing, and Todd says he's going to study too. Claudia reminds him that he'll miss his session. Todd says, "For a really smart person, you've not very smart sometimes." Claude doesn't get it, so Todd continues, "The only thing I don't want to miss is being with you. How could you not know that by now?" He gives her that weird half-smile again and then tries to take off his jacket while still sitting in the chair, which results in a strange struggle, like could they cut the scene already?

Bailey comes into Will's office, and Will gets off the phone. Then they just stare at each other for like ten minutes, when clearly it is Bailey who should be initiating this conversation. It's like when people call you on the phone and then sit there and wait for you to start talking. They called you! The conversational burden is on them. Anyway, Bailey finally starts talking, by informing Will that Holly said he didn't come home last night. Like Will doesn't know if he came home or not. Will says that, all things considered, he thought it best to stay with his parents, and he feels terrible for lying, for telling Bailey, and for having the feelings in the first place. Bailey says he doesn't have to explain. Bailey understands, because he's crazy about Holly, so why wouldn't someone else be? You see? That's what I'm saying. Will wants to know if Bailey is mad, and Bailey says he isn't. Will asks if Bailey told Holly, and Bailey didn't. Will says he'll tell her then. Bailey wants to know why he should. Will thinks Holly might want to know why he suddenly isn't living with her anymore. Bailey says he is still going to live with her. Will doesn't get it. Bailey explains that Will is married to Holly, and that's how it works. Will tries to protest, but Bailey says he trusts him. Will tries pointing out that living with Holly is really painful for him, but Bailey is having none of it. If the INS finds out that Holly lied, she'll be deported and Will goes to jail. Will thinks there must be a way out, given the circumstances. What, because he has a little crush on Holly? Bailey says they just have to learn to live with it.