Like most ensemble shows lacking a definitive star (sorry, Elisha Cuthbert, but you’re more famous for being the subject of a Justin Timberlake song than your short post-24 movie career) Happy Endings switches the focus of the show from week to week and this week the focus is on Dave, Penny and Brad. Penny has come back from cross country skiing which she describes as “like Nordic Track, but with wolves” and Jane points out that Penny has a bad habit of trying to change for the guys she’s with rather than change them—like she did Brad. Brad takes umbrage at this and begins regressing to his college persona while Penny starts trying to change a guy who at 30 is still stuck in his college days, making this episode chock full of 90’s references (which is off numerically given the age of the cast) starting with Penny’s initial reluctance to date a guy who is a scrub and “a guy who can’t get no love from me. How can I go back on a mantra like that?” Dave is also dealing with change albeit unwanted from Alex and Max who are hooked on addiction shows and conclude Dave is hooked on V-necks, which have been a running joke on the show.

Penny’s guy turns out to be worse than she imagined, obsessed with hockey (prompting Jane to ask “Did you puck?” along with a series of bad puns) and having a horrible apartment so full of neon signs “it looks like he’s living in an abandoned Bennigan’s” but Jane encourages her to continue.

Oddly, while Penny and Jane are meeting the next day, Alex and Max are still in the previous night as they wake Dave up to face his V-neck problem prompting a child molestation joke so quick and understated you might even miss it, but lightning fast throw away jokes are a hallmark of the show. Another running joke is how little Alex seems to know about anything, learning that her baker’s been ripping her off because a “baker’s dozen” is 13, not 11.

Since Brad was obsessed with Jackass in college his first act of regression (aside from layered t’s and knit caps) is to do his own version called “Blackass” complete with a stunt involving pudding, mouse traps and a trampoline, being filmed by a bunch of his yelling buddies, including a Black dwarf. It actually works—before going horribly, horribly wrong. Strangely, Jane isn’t protesting even though Brad falls back into the mousetraps much to the amusement of his crew.

Penny’s change of her guy begins by dumping coffee on the hockey jersey he wears nonstop (“Aw, right on the Blackhawk”) and just happening to have two Steven Allen reverse seam dress shirts for him to wear in her purse. He chooses gun metal gray over the purple.

Still trapped in their endless night while the other stories seem to be in the day, Dave gives up his v-necks to appease Max and Alex only to reveal a v-neck farmer’s tan when he takes off his final one which Max refers to as “track marks.”

In the day Penny’s next step is to take her guy to a furniture store under the guise of looking for a hot wing joint and gets him to buy a the bed rather than the video game chair he was thinking about, though she still can’t get him to stop saying “Maihn.”

Brad’s 90’s regression continues when he comes home with a skateboard and a milk crate filled with CD’s as he plans on “bumping to Sugar Ray all night long.” Jane has made a dry aged NY steak and when Brad tries to take a bite she reveals her counterplan: she’s going to make him live like he did in college in every respect and in college he existed on cereal and turkey dogs, which she has ready for him. When then tries to head off for a scented bath she reminds him “Old Brad took showers because his tub was filled with 311 CD’s.”

Penny’s guy has completely changed his apartment but when she tries to get rid of his backwards baseball cap and shave his soul patch he realizes she’s trying to change him just like his ex-girlfriend did and refuses, but relents in the end in addition to not saying “dawg or stoked or crushed or maihn or add izzle izznit to anything.”

Max and Penny come after Dave again in the night catching him in a v-neck because he couldn’t take it after three days of sobriety. Apparently Alex leaves immediately to change and meet Penny in bar where she’s basking in the triumph of actually changing her guy who enters in slow motion to the strains of TLC’ s “Scrubs” only to announce that Penny’s plan has worked too well. He ran into his ex-girlfriend at a flea market, she loved the new him and they’re now engaged…as “Scrubs” plays again because Alex has it programmed non-stop in the jukebox. “A baker’s dozen. 13,” she nods knowingly.

Penny relays her story to Jane who sympathetically shows Penny her pictures of “Old Brad” from college, but alongside them are pictures of Jane where she’s dressed just like Gwen Stefani, threw up at a Korn concerts and made out with girls. BOOM! Triple 90’s references! Topped off with the running joke of Jane’s same-sex behavior in college.

Alex and Max throw an intervention for Dave with “Phil” who is none other than regular animated voice actor, Phil LaMarr (but you’ll know him better as Marvin, who gets shot in the face in Pulp Ficiton). He’s got an hour to kill before a real intervention so he prompts Dave to explain his love of v-necks, which comes from how they allowed him to escape a bully in the way a crew-neck never could. Dave’s story (“sad, inappropriate and boring” as Max says) prompts them to give up their crusade to change him.

Also giving up her crusade is Jane who appears in full Gwen Stefani to Brad (she prefers “Previous Jane” to “Old Jane”) admitting that they changed one another. They immediately shed their 90’s clothing…and get back into looking like a Tory Burch ad.

We end how we started with Jane, Brad and Penny in a bar where Penny meets a guy and no matter how she tries she keeps changing to whatever he says before finally walking away. Dave, Alex and Max join them where Dave looks a bit different. He’s wearing a turtleneck! We freeze frame as he fist pumps the air in triumph, while the titles let us know that days later he relapsed and was last seen searching the outlet malls looking for a v-neck high…