Brian can no longer take Phil's homophobic jokes and threatens to sue the show for sexual harassment. Larry's tests his girlfriend, actress Illeana Douglas' guest appeal. Hank prepares celebrity farewell videos for Larry's departure.

Cast: Garry Shandling, Jeffrey Tambor, Wallace Langham, Penny Johnson Jerald, Scott Thompson, Mary Lynn Rajskub, Rip Torn, Illeana Douglas, Bruno Kirby, Ed Begley Jr., Drew Barrymore, Sarah Silverman