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Nolan continues with his unorthodox audition process. Tim, inspired by Nolan's physical prowess, invites Penny and Raina to a fitness class. Penny auditions to play Serena's crippled sister for Jeremy's Fort, and Penny's stiffness from the exercise helps her nail the part. Aaron tells Penny that Iron Dog is closing, and that he's still attracted to her. Nolan massages Tim due to Tim's own stiffness, and Tim discovers that there is romantic chemistry between the two.