The Dungeon. Ted already has 503 people signed up to watch Zack O'Tool. At $29.95 a pop, that ain't bad. Emmett says that he's proud of him: "You took your dream, grabbed it by the balls, shaved them, and made it come true." The phone rings, and Ted runs to answer it. On the other end, The Zack is only wearing football pads and his really long dick. The difference between this show and actual pornography is anyone's guess, most times. Zack explains that he's not going to show: "We're running a little behind...I'm about to do my big scene where I ream the team for fumbling their balls." Behind him, a group of men are bent over and ready. Ted says they can start later, if he likes, but Zack doesn't really care. Could he tell "Tad" that he can't make it? Thanks. Ted's in shock: "I've got 503 horny geeks waiting to see Zack O'Tool jacking the beanstalk, only he's not coming!" Or coming! Emmett says his offer of the inflatable bed and the spare key still stands. Ted looks over at Emmett for a sec and then growls at him to get on the bed. Emmett doesn't understand. Ted grabs him and throws him on the bed and shrieks, "The show must go on!" Emmett likes jacking off anyway, doesn't he? Emmett points out that he usually doesn't do it in front of such a large audience, and anyway, didn't these people sign up to see Zack O'Tool? Aren't they going to be disappointed with Just Emmett? Ted snaps, "At this point, a dick's a dick. And you're the only dick I've got!" Ted throws a bottle of lube at him. Emmett sighs, "I'm sorry Teddy, every friendship, even one as deep and as close as ours, has its limitations." And Emmett's reached them. Ted offers him the same deal Zack had. Emmett climbs right back onto the bed.

In Brian's loft, Justin is drawing on the computer. Brian comes up behind him and starts to nuzzle his neck. Justin asks Brian to stop, because he's trying to do his homework. Brian keeps kissing him, anyway. Justin pulls away. Brian scoffs that he's not still upset about Zucchini Man, is he? Justin snorts. Brian shrugs, "I don't even remember it or him. It was nothing." Then what's the point? Justin says that he knows it was just Brian being Brian: "I don't expect you to change, in fact, I don't even want you to." Brian's like, then what's the problem? The problem is that Justin doesn't know what he's doing there. Is it because Brian feels guilty about the bashing? Brian doesn't have a quick enough answer to that, and Justin picks up his stuff and stalks off.