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Penny gets a callback for Jeremy's Fort, but is unsure whether to go or not, due to the love triangle that now exists between her, Aaron and Serena. Tim realizes that he is attracted to Nolan, but doesn't know whether to make his feelings known. Penny is convinced by her friends and family to attend the callbacks. Gail, aware of Tim's feelings, makes up a reason for Nolan to see Tim again before he is set to leave New York; Tim confesses his feelings, and Nolan reciprocates, although Nolan then has to leave. Penny gets cast in Jeremy's Fort. Penny goes to see Iron Dog on one of its last nights, and tells Aaron afterward that she is still attracted to him as well; the two kiss, but decide to keep any relationship on hold until the end of the run for Jeremy's Fort.

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.

Iron Dog's New York opening night has received terrible reviews. Tim, Randall and Gail assist Nolan in auditions for his play, based on Nolan's "Compass-ition" theories. Penny and Raina go to an acting class where Serena is also present, and Serena is bereft due to the bad reviews. Penny and Tim attend an office promotion party for Steven, which Aaron also attends. Penny and Aaron, who realize neither one has seen the reviews yet, leave the party so they can finally read them.

Penny and Aaron end up at Steven's office at the same time, and Penny, in an effort to avoid Aaron, hides under the table. Penny and Randall meet Serena, who tells them she'll be starring in a new musical, Jeremy's Fort. Steven and Cameron attend the Iron Dog opening night in New York, which turns out to be a disaster due to the new director.

Tim keeps the news about Aaron a secret from Penny. At a party for potential investors for Iron Dog, Linda meets Steven and his new boyfriend Cameron, and Steven reveals to Linda that Tim is gay. Penny auditions for Iron Dog. Penny finds out that Aaron was asked to audition, and was cast, and the two have a fight. Penny gets cast in the Mean Girls musical.

Aaron helps Penny with her own planned audition for Iron Dog, and confesses that he is applying to law schools. Penny auditions for a touring production of a Mean Girls musical. Eric comes in for the Iron Dog audition, and Aaron, annoyed at and jealous of Eric, delivers a bravura performance reading opposite him. Linda decides that she wants Aaron to audition for the play. Penny becomes taken with Aaron and the two go out on a date, but Aaron doesn't tell her about his good news in order to spare her feelings.

Penny and Aaron both serve as readers for Tim for the Iron Dog auditions. Steven meets Cameron, who comes in to potentially get signed but reveals that he doesn't want to be an actor any longer, and Steven is smitten. Penny has a traumatic experience auditioning for experimental dance troupe "DaBoSeRoy".

Penny participates in a reading for the musical Intersections, whose cast is led by Eric. While Penny is away, Tim calls Aaron as a substitute reader for Iron Dog. During the Intersections rehearsals, Penny is annoyed by the flirting between Eric and the female lead. The Intersections reading is disappointing.