Eric is distressed to learn he and Drama shared a conquest...and even more upset when he finds out she's "slutty" and he didn't wear a condom. He gets tested for an STD. Ari continues to go through Lloyd replacements and is surprised by a visit from Terrance McQuewick, who gives him 24 hours to consider buying his agency, TMA. As Jamie packs for her New Zealand gig, she wonders how she and Turtle can make a long-distance relationship work, especially after she gets jealous of his new co-ed Facebook friend. Turtle is stunned when she breaks it off with him at the airport, insisting she doesn't want him to resent not being able to see other people. Drama has a meltdown at the new 'Melrose' audition and ends up in the hospital. Even though Lloyd gets him a do-over audition, Drama passes, insisting he needs to re-evaluate his choices after this scare. Ari tries to get dirt on Terrance from his trophy wife, Melinda, who reveals that they're divorcing — information that allows Ari to drive Terrance's price down to $75 million. Eric gets a clean bill of health and announces he wants Sloan back.

Guest Starring: Jordan Belfi as Adam Davies, Dean Cain as himself, Scott Caan as Scotty Lavin, Melinda Clarke as herself, Preston Davis as Jeff, Beverly D'Angelo as Barbara, Doug Ellin as director, David Faustino as himself, William Fichtner as Phil Yagoda, Kate Mara as Brittany, Malcolm McDowell as Terrance, and Jamie-Lynn Sigler as herself
Directed by: Mark Mylod, Written by: Doug Ellin