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Season 3

23 :03x01 - Russell's Secret

Season 3's opener finds Audrey discovering that Russell is really a closet Broadway-musical fan, and uses this knowledge to her advantage by blackmailing him for tickets. Meanwhile, Adam and Jennifer decide to take dancing lessons.
Guest Stars: Bob Odenkirk as Mike | Robert Prescott Lee as Dancer | Kevin Stea as Dancer | Timo Nunez as Dancer | Jaayda McClanahan as Dancer | Shannon Beach as Dancer | Palmer Davis as Dancer | Tom Goodman (1) as Guy | Nefetari Spencer as Saleswoman | Joe Zazzu as Man | Andi Matheny as Woman #2 | Kristen O'Meara as Woman | Jordi Caballero as Mr. Austin
Director: Mark Cendrowski

24 :03x02 - Voluntary Commitment

Russell discovers an unexpected advantage to hiring a male assistant. Meanwhile, Audrey becomes a volunteer to become a reader for the elderly.
Guest Stars: Yvette Nicole Brown as Mrs. Alberts | Alex Ball as Orderly | Lou Felder as Charlie | Melody Butiu as Paramedic | Norma Michaels as Edie | Adhir Kalyan as Timmy
Director: Ted Wass

25 :03x03 - Jeff's New Friend

Jeff is shocked when Audrey tells him his new friend he met at the gym is gay. Meanwhile, Russell fears the woman he is dating is really his daughter.
Guest Stars: Orlando Jones as Brad | Michelle Pierce as Amanda
Director: Ted Wass
Writer: Tom Hertz

26 :03x04 - Dad's Visit

Jeff's father arrives after spraining his ankle and expects Audrey to wait on him hand and foot while he recooperates. Meanwhile, Russell begins to regret a one-night stand after she won't leave his apartment.
Guest Stars: Brian Dennehy as Roy | Holly Lynch as Heather
Director: Ted Wass

27 :03x05 - Lyin' King

Jeff and Audrey are invited to dinner with Jennifer and Adam, but tell a lie so they can attend a better bash that evening. Russell also attends the same party and manages to offend former NFL great, Jerry Rice.
Guest Stars: Jerry Rice as Himself | Helena Mattsson as Martina | Jelly Howie as Holly | Sam Harris (4) as Jackie | Adhir Kalyan as Timmy | Orlando Jones as Brad
Director: Ted Wass
Writer: Mike Haukom

28 :03x06 - Poaching Timmy

When Timmy gets tired of Russell's demands and Audrey gets fed up with her terrible assistant, the two work together to find a solution. Meanwhile, Jeff's supersition gets the best of him as he tries to recreate the exact conditions of the Giants' win.
Guest Stars: Ping Wu as Ming | Marco Assante as Delivery Man | Kate Micucci as Tanya | Adhir Kalyan as Timmy
Director: Gail Mancuso

29 :03x07 - Old Timer's Day

After being harrassed for falling asleep during a movie, Jeff tries to prove to Audrey that he's still young by inviting her to his softball game.
Special Guest Stars: Orlando Jones as Brad |
Co-Guest Stars: Tyler Jacob Moore as Evan | Diane Sellers as Doreen | Darin Rossi as Umpire | Marque Richardson, II as Catcher |
Uncredited: Kayden Kross as Hot Girl at Softball game
Director: Gail Mancuso
Writer: Tom Hertz

30 :03x08 - Twice

Frustrated over the attention a pregnant co-worker is getting, Audrey pretends she too is pregnant in order to get special treatment. Meanwhile Russell shows New York to Toby, Adam and Jennifer's Amish visitor.
Guest Stars: Melanie Deanne Moore as Dierdre | Susan Yeagley as Tracy | Beth Littleford as Laura | Jake Thomas as Toby |
Co-Guest Stars: Jasmine Waltz as Club Girl #2 | Leyla Milani as Club Girl #1 | Freddy Gaitan as Busboy | Diane Sellers as Doreen | Martha Boles as Woman | Gary Poux as Man
Director: Ken Whittingham

31 :03x09 - The Challenge

Russell issues a competition between he guys to see who can convince their partners to engage in sex more easily.
Guest Stars: Stephen Jared as Cop | Jenn Liu as Lacey | Luisa Moraes as Sarah | Carrie Reichenbach as Deborah | Adhir Kalyan as Timmy
Director: Gil Junger

32 :03x10 - Family Style

Jeff joins Brad and his partner Jackie on a double date and becomes annoyed when Jackie helps himself to his meal. Audrey demands that Jeff keeps quiet and not hurting Jackie's feelings. Meanwhile, Russell begins dating a psychiatrist.
Special Guest Stars: Orlando Jones as Brad |
Guest Stars: Perrey Reeves as Ellen | Adhir Kalyan as Timmy | Sam Harris (4) as Jackie |
Co-Guest Stars: Rachel Besant as Hostess | Alex Endeshaw as EYOB | Peter James Smith as Waiter
Director: Ted Wass

33 :03x11 - May Divorce Be with You

Jeff and Audrey's friend Steve is having marital problems has been invited to stay with them, but the situation soon becomes a bit awkward when Steve becomes a bit too touchy-feely
Guest Stars: Lauriane Gill as Hostess | Johnny Palermo as Rocco | Alexis Krause as Tina | Louis Mandylor as Nick | Tony Hale as Steve |
Co-Guest Stars: Diane Sellers as Doreen
Director: Ted Wass

34 :03x12 - House Money

Audrey convinces Jeff to go out on the town and do something exciting after making a profit from the sale of his car. After the lavish night has finished, she regrets the decision after finding out they spent much more than he made.
Guest Stars: Alex Fatovich as Melanie | Sean Smith (1) as Sommelier | Grinnell Morris as Stewart | Nakia Syvonne as Kate | Katie Savoy as Patty |
Co-Guest Stars: Craig Susser as Maitre D' | George Ball as Audrey's Dad (VO) | Kurt Long as Clerk | Darrin Lackey as Waiter

35 :03x13 - Sex Toy Story

After Jennifer hosts a party, Jeff wonders if he and Audrey are missing out on something in their personal life.

Source: CBS
Guest Stars: Sunny Mabrey as Erika | John Farley (1) as Greg |
Co-Guest Stars: Norma Michaels as Old Lady | Jelynn Rodriguez as Woman Shopper | Christine Scott Bennett as Young Woman
Director: Gail Mancuso
Warning: Rules of Engagement guide may contain spoilers
Classification: Scripted
Genre: Comedy
Status: Ended
Network: CBS ( USA)
Airs: Mondays at 08:30 pm
Runtime: 30 Minutes
Premiere: February 05, 2007
Ended: May 20, 2013
Episode Order: 13
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