Arielle prepares to make a horror film while her relationship with Ashley continues to grow. Jenny grows worried because she has no money to pay her bills, which makes Brian angry because he feels it is beneath her. The cast goes to the Folsom Street Fair and are surprised by the amount of fetish. They also go to Napa Valley for a spa day and wine tasting and Jenny is upset about Thomas' classless ways. Brian grows jealous when Jenny and Cory seem to grow closer. The guys grow tired about Brian's complaining about Jenny. At a club, Cory grows furious when Brian goes after his sloppy seconds leading to a brawl during the ride back home.