Lily faces the reality of being on her own and Judy begins to pull away from her Lily. This happens after Rick offers to remodel the bookstore and Judy feels like the ""odd man out"" because Lily and Rick's relationship, she feels, leaves her little time to spend with Lily.

Lily and Rick deal with the ghosts of their failed marriages. Rick's becoming consumed with a project at work triggers Lily's memories of Jake doing the same thing in their marriage, causing its downfall. Meanwhile, Eli's frustration with his schoolwork reaches new depths.