Eileen made her decision and Bombshell starts production on Julia's earlier draft of the book. Neither Julia nor Derek are happy about this and they make their feelings known. When Jerry wants to pull the first song that Julia and Tom wrote for the show, it infuriates her. She considers leaving the show and going to London with Peter. Tom says he will go to Jerry and Eileen and try to get the song kept in. He gets them to agree to keep it, if he can spice it up. Tom comes up with new choreography that places the men in Marilyn's life around her. He drew inspiration he says from Julia's new book. The performance works with Jerry and Eileen agreeing to keep the song in. Derek gets upset that Tom is doing anything regarding the creative direction of the show, since he is the director and Tom is the writer. When Jerry and Eileen stick by their decision, Derek quits.

The Hit List is going to the Fringe Festival. They have a short amount of time to prepare and Karen's hours are limited by Bombshell. Kyle tells Jimmy to relax that Karen's a professional and can pull it off. Their performance gets a blurb in a New York magazine and Jerry finds out about Karen's moonlighting. He forbids her from performing. She considers doing it for a moment, until Derek reminds her she's on Broadway now. Jimmy's not happy, but the show is able to go on with a replacement. After Derek quits Bombshell, Karen decides to to the Fringe show for Jimmy and Kyle anyway. It's a hit and a theater is interested in the show. When Kyle and Jimmy say they don't have a director, Derek steps up and says he will direct it with Jimmy and Karen as the leads.

Ivy's show, Liasons, is a mess. Terry is awful in it. During a short preview, Ivy gives her all in her performance and gets laughs. Terry tells her the act is cut, because she can't upstage him. Later, Terry finds Ivy crying in the hall and he asks why she's crying. She says its because the show sucks and her act was cut. Ivy then tells Terry his performance is bad, the set is bad, the show is bad. Terry finds her honesty refreshing and goes to the cast for suggestions on how to improve it before Tech.

Karen ran into Ellis' ex-girlfriend, who revealed that Ellis was working with Jerry. Karen tells Eileen about this revelation. Eileen ends up going to Jerry's office and finds the background check Ellis did on Nick. Now that she knows that Jerry scammed Bombshell away from her, she is determined to get it back. She tells Julia and Tom, who both are back on board. They need a director, though. Julia and Eileen both know who it should be -- Tom!