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Season 3

35 :03x01 - Cazsh Dummy Spillionaires

Oct/23/2012
Dave and Alex start dating again, telling everyone they're keeping it "cazsh." When an unfortunate accident lands Penny in a full body cast, Max nurses her back to health. But after he meets her hot physical therapist, he starts "misery-ing" her so her fast recovery won't put the brakes on his new crush; and Brad has a secret about his new unemployed status that he's trying to keep from Jane.

Source: ABC
Guest Stars: Matthew Del Negro as Kent | Brian Austin Green as Chris |
Co-Guest Stars: Branton Box as Julian | Laura Chinn as Karissa | Ben Begley as Co-Worker 1 | Eugene Cordero as Co-Worker 2 | Will McLaughlin as Co-Worker 3 |
Uncredited: Hunter Stiegbl as Brad's Assistant | Ross MacKenzie as Brad's Boss
Director: Fred Goss

36 :03x02 - Sabado Free-Gante

Oct/30/2012
Dave and Alex go apartment hunting, but their inability to commit to a place puts their real estate agent to the ultimate test. Meanwhile, Jane takes negotiations to crazy levels when she helps Penny shop for a car; and professional freeloader Max shows a cash-strapped Brad how to spend the perfect Saturday in Chicago with no money at all.

Source: ABC
Guest Stars: Robert Bagnell as Guy | Rob Corddry as Car Czar | Rachael Harris as Suzanne |
Co-Guest Stars: Kyle Silverstein as Martin (as Kyle Red Silverstein) | Karthik Srinivasan as Bank Guy | Ervin Ross as Man #2 | Pam Murphy (2) as Woman | Nick Mundy as Man #3 | Brandon Molale as Brandon | Jesse Mackey as Man | James Eason as Paul

37 :03x03 - Boyz II Menorah

Nov/13/2012
Max has been working the Bar Mitzvah circuit as the professional "hype guy" -- emceeing, getting the crowd excited and up and dancing. Penny convinces Brad to give it a try and partner up with Max, but when Brad turns out to be quite good, a little jealousy and tension begins to brew between the duo. Meanwhile, Jane encourages Dave and Alex to make a concerted effort not to take their relationship for granted this time around, but each of their separate attempts at romantic gestures seem to go right over the other's head.

Source: ABC
Guest Stars: Paxton Anderson as Jake Umansky | Brandon Klopot as Kid | Chris William Martin as Officer Sommers | Lauren Howard Brown as Server
Director: Eric Appel

38 :03x04 - More Like Stanksgiving

Nov/20/2012
Alex and Dave host Thanksgiving dinner at their new place, and Dave gets a little sidetracked by his desire to share his heritage with his friends and give them a real Navajo Thanksgiving. Meanwhile, Max gets his hands on a copy of the lost season of "The Real World" that he and Brad were on. The whole gang sits down and takes a walk down memory lane to when and how they all met 10 years ago -- but also gain some added insight on things they weren't aware of.

Source: ABC
Guest Stars: Amanda Carlin as Pilgrim Woman | Kelly Connell as Pilgrim Man |
Co-Guest Stars: Chris Marrs as Guy | Marc Evan Jackson as Fishmonger |
Uncredited: Georgia Cook as Little Girl | Katie Silverman as Young Penny

39 :03x05 - P&P Romance Factory

Dec/04/2012
Penny meets a terrific new guy, Pete, but her frantic attempt to hide the fact that she's wearing a prescription helmet because of her concussion really limits their potential romance; Jane, as always, tries too hard to break into the "boys' club" at the car dealership and enlists Brad to be her "trophy wife"; and Max and Dave's fist bump issues bring back painful childhood memories.

Source: ABC
Guest Stars: Jon Daly as Brody | Rob Corddry as Car Czar | Nick Zano as Pete | Robert Bagnell as Guy |
Co-Guest Stars: Jason Weissbrod as Random Guy | Patrick O'Sullivan as Ted | Kaden Hetherington as Young Max | Chelsey Crisp as Candice | Brady Ellis as Jimmy Nichols
Writer: Erik Sommers

40 :03x06 - To Serb with Love

Dec/11/2012
Jane and Alex's parents plan a huge party to celebrate the 20th anniversary of the family mattress business. Jane struggles for a joke to make her humorless dad laugh for her toast, while Alex quietly informs Dave that she hasn't told her mom and dad that they're back together. Max, feeling left out now that Penny's relationship with Pete is going so well, looks for a new BFF to replace her.

Source: ABC
Guest Stars: Julie Hagerty as Mrs. Kerkovich | Christopher McDonald as Mr. Kerkovich | Nick Zano as Pete |
Co-Guest Stars: Kulap Vilaysack as Nicole | Matthew Nicklaw as Jimmy

41 :03x07 - No-Ho-Ho

Dec/18/2012
Nothing says the holidays like exposing a big lie! The gang is shocked to discover that Jane is really a Christmas baby and has been lying about her birthday this whole time because she hated being overshadowed by the holiday. So the group makes an extra special effort to throw her a Christmas-free birthday celebration -- but will the holiday spirit prove to be too strong to fight?

Source: ABC
Guest Stars: Andrew Friedman as Andrew | Nick Zano as Pete |
Co-Guest Stars: Kenzo Lee as Waiter | Janell Winkler as Store Owner |
Uncredited: Jason Berger as News anchor / Radio DJ | E.J. Callahan as Mr. Olsen

42 :03x08 - Fowl Play/Date

Jan/06/2013
When Brad and Penny try to glue together a broken memento of Alex's, they accidentally kill her pet; Jane and Dave try to find someone for Max.

Source: ABC
Guest Stars: Tom Christensen as Jamie | Justin Baldoni as Marcus
Director: Rob Greenberg

43 :03x09 - Ordinary Extraordinary Love

Jan/08/2013
When a hot young pop star stops in and buys a dress at Alex's store, Penny helps Alex turns it into a press opportunity... but not all publicity is necessarily good publicity. Meanwhile, Max is having an identity crisis, so Jane and Derrick take him on a tour of Chicago's themed gay bars to help him find his niche, and Brad and Dave try to be "men" and fix things around the house.

Source: ABC
Guest Stars: Zale Kessler as Walrus Guy | Tom Segura as Paparazzo | Chris Arvan as guy | Jon Barinholtz as Cute Guy | Julie Goldman as Bar patron | Andy Shephard as Kyle | Stephen Guarino as Derrick | Laura Catalina Ortiz as Winne McCray
Writer: Daniel Chun

44 :03x10 - Kickball 2: The Kickening

Jan/13/2013
Alex signs up the gang to participate in the Northside Kickball Classic tournament. However, self-appointed manager Max has difficulty bringing his players up to scratch - Dave has a history of freezing at crucial moments after an unfortunate incident during a previous game, Penny uses the tournament as an opportunity to meet good-looking guys and refuses to put on appropriate footwear, while Jane abandons her friends altogether and started playing for another team.

Source: E4
Guest Stars: Isabella Cramp as Young Alex | Billy Merritt as Umpire | Seth Morris as Scotty | Scott Prendergast as Green Monkey | Matt Walsh as Duckie | Bergen Williams as Dragga | Lance Briggs as Himself | Daisy Stoneman as Young Jane
Director: Gail Lerner

45 :03x11 - The Ex Factor

Jan/15/2013
When Ryan, Jane's ex, comes to town for a visit, Brad is surprised to learn that Ryan is a woman. Meanwhile Max gets a super cool new roommate, Chase, who immediately upgrades the apartment with expensive furniture and gadgets. The gang is in awe, but when Chase suddenly disappears, they start snooping into his private life.

Source: ABC
Guest Stars: Ashley Wood (2) as Veronica | Nosheen Phoenix as Melissa | Marissa Strickland as Jenny | Aalok Mehta as Andrew | Nick Zano as Pete | Briga Heelan as Ryan | Mark-Paul Gosselaar as Chase
Director: Fred Goss

46 :03x12 - The Marry Prankster

Jan/29/2013
When the gang pranks Max into thinking he won a big lotto jackpot, he vows revenge when they least suspect it. Everyone dreads what might happen next; Alex decides to cut a deal with Max to avoid payback . . . while Max's plotting gets in the way of the big event Penny's been waiting for, a proposal from Pete. Meanwhile, Brad gets a new job as a CFO, but Jane is not amused when she learns the title is Chief Fun Officer and that Brad is working at a kids' gym.

Source: ABC
Guest Stars: Nick Zano as Pete | Robert Picardo as Mr. Logan

47 :03x13 - Our Best Friend's Wedding

Jan/29/2013
When newly-engaged Penny learns that Pete wants to elope, would-be wedding coordinator Jane takes the lovebirds and the rest of the gang to a wedding expo in hopes that Pete will change his mind. Meanwhile, Max and Brad are stuck with a "couples" pass and end up in the gay wedding part of the expo, and Alex and Dave are forced to deal with their own unresolved wedding issues.

Source: ABC
Guest Stars: Erin Pineda as Marcy | Edward Kinlry-Ostro as Manny Petty | Jeff Howard (1) as Clay | Nick Zano as Pete
Director: Rob Greenberg

48 :03x14 - In The Heat Of The Noche

Mar/29/2013
Brad uses his skills, plus help from the gang, to prop up Chuckles and Huggs after the gym's loopy owner, Terry (guest star David Alan Grier), tells him it may be closing. Meanwhile, Penny and Max try to break the habit of texting the men in their lives (Pete/the new guy Max is dating). They turn to NocheTussin, a black market cough medicine, to help them sleep when they'd normally be texting

Source: ABC
Guest Stars: Andrew Donnelly as Stuart | Sean Bass as Roland | Bruno Amato as repo man 1 | Meredith Roberts as Gillian | Brody Moller as Cody | Nick Zano as Pete | David Alan Grier as Terry
Director: Josh Bycel

49 :03x15 - The Straight Dope

Mar/29/2013
Max meets a cute girl who is a season tickets holder for the Bulls, leaving him no choice but to pretend to be straight, of course! Meanwhile, Alex is tired of everyone dismissing her as the dimwitted blonde, so she becomes well read to prove them wrong. However her newfound knowledge completely throws the whole group dynamic off and no one likes it

Source: ABC
Guest Stars: Nate Shelkey as Larry | Stephen Guarino as Derrick | Abby Elliott as Katie |
Co-Guest Stars: Nadege August as Leslie Gruff | Nichole Bunch as Waitress | Chad Fogland as Geoff Klein | Cohl Kenneth Klop as Scalper | Isabella Williams as Baby Justice
Director: Steven Sprung

50 :03x16 - The Incident

Apr/05/2013
When Max tries out Jane and Alex's long-time hairdresser, Krisjahn, he gets some good salon gossip on the girls, but his loose lips may cause World War III between the Kerkovitch sisters. Meanwhile, the Steak Me Home truck is stolen and Dave and Penny try to figure out whodunit -- but are perplexed by what they find when they finally locate the thief

Source: ABC
Guest Stars: Fred Stoller as Gary | John Gemberling as Thief | RuPaul as KrisJahn (as RuPaul Charles) |
Co-Guest Stars: Irene Roseen as Nana
Director: Ken Whittingham
Writer: Erik Sommers

51 :03x17 - Bros Before Bros

Apr/05/2013
With the wedding coming up, Penny decides to reach out to her estranged dad Roy. The reunion is sufficiently awkward but Alex encourages Penny to be optimistic, while Jane is more skeptical. Meanwhile, Dave enlists Brad and Max's help in sabotaging "The Brazilian" food truck, a.k.a. Dave's #1 nemesis, but Max accidentally falls for the enemy's son and has to choose between his best friend or boyfriend


Source: ABC
Special Guest Stars: Andy Richter as Roy |
Guest Stars: Danny Mora as The Brazilian | Alex Quijano as Wilson |
Co-Guest Stars: Brad Grunberg as Butcher | Kelly Jenrette as Shop Lady
Director: Eric Appel
Writer: Jason Berger

52 :03x18 - She Got Game Night

Apr/12/2013
Brad and Jane host a couples game night with Penny, Pete, Max and Scotty and the competitiveness gets a little out of hand, prompting Penny to make an unexpected move. Meanwhile Dave has a big decision to make on the career front, and Alex tries to help but they end up at a psychic instead

Source: ABC
Guest Stars: Seth Morris as Scotty | Rose Abdoo as Magic Ann | Nick Zano as Pete | Mary Elizabeth Ellis as Daphne
Director: Kyle Newacheck

53 :03x19 - The Storm Before the Calm

Apr/12/2013
Penny insists that she's fine after her breakup with Pete, but the gang begin to wonder when she writes a play entitled "Black Plague: A Love Story" and asks Derrick and his theater group to stage it. They brace for "drama" in more ways than one. Meanwhile a marketing group asks Alex and Max to be tastemakers, but is it a scam?

Source: ABC
Guest Stars: Stephen Guarino as Derrick |
Co-Guest Stars: Rafi Silver as Brandon | Brian Maillard as Greg | Hunter Hamilton as Male Dancer | Stephanie Kim as Female Dancer
Director: Kyle Newacheck

54 :03x20 - The Ballad of Lon Sarofsky

Apr/26/2013
The gang is shocked when Penny rebounds from her breakup with Pete by having a torrid affair with the last man on earth they'd pick for her -- the Car Czar. To make matters worse, she's temporarily living with Brad and Jane, who end up acting like disapproving parents. Meanwhile the friends pressure Max to get a job so he'll stop sponging off them. He decides to enter the "Mr. Gay Gay Chicago" pageant, with Alex and Dave as his coaches.

Source: ABC
Guest Stars: Rob Corddry as Car Czar |
Co-Guest Stars: Kailan Whitaker as Young Dave (as Kai Whitaker) | Andy Gala as Shaun
Director: Fred Goss

55 :03x21 - Un-sabotagable

Apr/26/2013
Chase, the ex-roommate whose life Max ruined, says he'd like to take revenge and do the same thing to Max, but Max's life is so pathetic it's "un-sabotagable." Max vows to prove him wrong and asks Jane to help him get his act together. Meanwhile, Alex asks the rest of the gang for help when Dave challenges her to finally use her stockpile of Groupons.

Source: ABC
Guest Stars: Mark-Paul Gosselaar as Chase |
Co-Guest Stars: Matt Braunger as Kevin | Christopher Michael as Major Fitness | Ellie Knaus as Female Customer

56 :03x22 - Deuce Babylove 2: Electric Babydeuce

May/03/2013
Penny's mom, Dana, and Dave's dad, Big Dave, are in town visiting, and these two lovebirds are not only going strong, they've decided to adopt a baby together, prompting Penny and Dave to react the only way they know how - irrationally. Meanwhile, Brad and Jane want some time just to themselves and decide to try to join an exclusive tennis club, but unfortunately Max is on the scent and they can't shake him...or Alex.

Source: ABC
Special Guest Stars: Megan Mullally as Dana Hartz |
Guest Stars: Jackie Clarke (1) as Trish | Regan Burns as Connie | Michael McKean as Big Dave
Director: David Caspe

57 :03x23 - Brothas & Sisters

May/03/2013
The third Kerkovich sister, Brooke, is the alpha sister of the group, and Jane has the daunting task of planning a wedding for her more perfect and exquisite older sibling. Meanwhile, Brad is having a tough time himself dealing with Brooke's equally more perfect African American fiance, Elliot (guest star James Lesure), and Alex and Dave have a big secret they're hiding.

Source: ABC
Guest Stars: Stephanie March as Brooke | James Lesure as Elliot | Julie Hagerty as Mrs. Kerkovich | Sally Ann Brooks as Cousin Ann | Suanne Spoke as Cousin Sherry | Christopher Darga as Cousin Terry | Christopher McDonald as Mr. Kerkovich |
Co-Guest Stars: Hugh Holub as Reverend
Warning: Happy Endings guide may contain spoilers
Classification: Scripted
Genre: Comedy
Status: Canceled
Network: ABC ( USA)
Airs: Fridays at 08:00 pm
Runtime: 30 Minutes
Premiere: April 13, 2011
Ended: May 03, 2013
Episode Order: 23
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