INT. KPHX TV - LOBBY - DAY ABBY RICHTER, 30's, pretty, driven and absolutely in control, walks through the lobby, greeting the SECURITY GUARD. ABBY Morning, Freddy. SECURITY GUARD Morning, Abby. Another peaceful day? ABBY If you say so.

INT. KPHX - CORRIDOR - MORNING - MOMENTS LATER JOY, 40's, the associate producer, falls in step with Abby. JOY -LRB- panicked. -RRB- We've got problems. ABBY There are no problems, Joy. Only solutions. JOY The sky - cam on the traffic copter has a cracked lens and they ca n't fix it. ABBY Okay, that's a problem. -LRB- thinking, then. -RRB- Call Matt Hardwick down at Media Services. He's got a few Sky Cams and he owes me. Now, where are my weathermen? Joy opens a door to a waiting area.

INT. KPHX - WAITING AREA - MORNING - CONTINUOUS Several portly LATINO MEN look up and wave at Abby. LATINO MEN Hey there! ABBY Hi, guys! Abby waves back and closes the door. ABBY What's with the pot bellies? JOY Research shows people like fat weathermen. It makes them feel safe. ABBY I like the one in the green and the one in the brown, but I want to see the one in the green with less sideburns and the one in the brown with more, then I'll make my decision. LARRY -LRB- O.S. -RRB- Abby! LARRY, 50's, the pompous, uptight anchor man, catches up to them. He wears a makeup bib. ABBY Morning, Larry. LARRY I'm sorry to do this to you, Abby, but I do n't think I can work with her anymore. It's bad enough I have to take her criticism at home. I ca n't do it on air, too. A man can only take so much. Abby nods, taking him seriously, but you can tell she's done this before. ABBY You're not a man, Larry. -LRB- off his look. -RRB- You're a newsman. A newsman is n't defined by the easy times, Larry, he's defined by the difficult ones. Can you imagine Ted Koppel or Chris Hansen or Anderson Cooper having their wives as co - anchor? Hell, no, because they could n't handle it. But you can. You've got balls the size of Volkswagens. Do n't think I have n't noticed. LARRY -LRB- re his balls. -RRB- I've only thought of them as blue as of late, but you're right. They are quite sizeable. But not disproportionately so. -LRB- with pride. -RRB- I like to think of them as aesthetically pleasing - Abby steps away, not wanting to ponder Larry's balls anymore than she has to. ABBY I think I've made my point. Larry nods, appeased, as she reaches the door marked ABBY RICHTER, PRODUCER, `` ALBUQUERQUE A.M.'' She enters and.

INT. KPHX - ABBY'S OFFICE - CONTINUOUS walks in on a shouting match between JOSH, a leftist angry news writer, and DORI, the entertainment - leaning co - writer. DORI Josh, nobody in Sacramento gives a crap about trees in Alaska! It's not newsworthy. JOSH Oh, but full coverage on David Beckham's new tattoo is vital?! Larry's wife and co - anchor, GEORGIA, 40 and coiffed to the gills, storms in, followed by the show's GUEST CHEF. GEORGIA He's trying to kill me! He knows I ca n't eat crab, I'm allergic to it! -LRB- to the room. -RRB- Does anyone see this? Is this a hive? JOSH It looks like syphilis to me. DORI -LRB- to Josh. -RRB- See that? You would n't even know what syphilis looks like if it were n't for my story on Paris Hilton. GUEST CHEF -LRB- to Abby. -RRB- She does n't eat crab or beef or fish. She does n't eat anything but chicken. You do n't need a chef on this show. You need a box of McNuggets. Everyone shouts at each other. Abby calmly pulls out a whistle, puts it to her mouth and BLOWS.

INT. KPHX - "SACRAMENTO AM" SET - MORNING Cameras roll as the chef happily cooks away on the set. Georgia and Larry taste samples of what he's prepared. GEORGIA I have to tell you, Bruce. This is the best Chicken Kiev I've ever tasted. GUEST CHEF Actually it's Duck Kiev. Duck makes an excellent alternative for chicken, Georgia. JAVIER, the new fat weatherman, takes a huge bite. JAVIER Can I take home the leftovers? They all laugh. LARRY When we return, our live Skycam traffic update and more on David Beckham's hundred thousand dollar tattoo. GEORGIA And what you can do to help preserve the ancient forests of Alaska - and how it might help your Albuquerque electric bill.

INT. KPHX - CONTROL ROOM - MORNING Abby and Joy stand next to CLIFF, the show's director. CLIFF Go to commercial. -LRB- to Abby. -RRB- I do n't know how you do it. ABBY It's just a matter of staring the chaos in the eye and showing it who's boss. Nice work, guys. She pats him on the back and heads out of the control room. JOY -LRB- to Abby. -RRB- Stuart wants to see you. He's freaking out. ABBY -LRB- worried. -RRB- That means he got the numbers.

INT. KPHX - STUART'S OFFICE - DAY Abby talks to STUART WARDLOW, 60's, KPHX's curmudgeonly general manager. STUART Have you seen the ratings for yesterday? We got beat by all the network shows, plus a rerun of `` Who's the Boss''. The one where the vacuum breaks. ABBY It's a temporary setback. This week we'll do better. STUART The guy with the cable access show on Channel 83 does better. If we programed Jerry Springer re - runs, we'd do a nine share at a quarter the price. Abby looks worried. ABBY Please tell me you're not thinking of killing the show. STUART I'm not, but I can guarantee you that's what the new management's thinking. ABBY Stuart, `` Sacramento AM'' is an award - winning news program. STUART Management does n't listen to awards. It listens to numbers. We're not a family - run station anymore, Abby. You're good at what you do, but you've got to get me some numbers. I've got two daughters in college and a son in beauty school. I do n't know how much you know about Vidal Sassoon but that shit ai n't cheap. Abby nods. ABBY You can count on me, Stuart.

INT. KPHX - WOMEN'S BATHROOM - DAY Abby and Joy stand at the sinks. Abby compulsively flosses in front of the mirror. ABBY I ca n't be letting corporate management dictate the content of this show. This is my show. I control it. She rips out an extra two feet of floss. ABBY -LRB- cont'd. -RRB- I should cancel my date tonight and make a list of ideas for sweeps. JOY Absolutely not. You should be out, observing humanity. Humanity's who watches our show. ABBY Yeah, all 2.47 % of them. JOY You've already rescheduled on this guy three times. You cancel tonight and he's gone. He's read more than a dozen books, he has a 401K and he's cute. She holds up her clipboard, which has the guy's E - Harmony PROFILE and PHOTO. JOY -LRB- CONT'D ; cont'd. -RRB- Look at this bone structure. This could be the bone structure of your future children. Do n't you want them to be symmetrical? Abby stops flossing and looks at Joy. ABBY You printed his profile? JOY What? I'm married. I live vicariously through your dating life. And I really think that this could be our next boyfriend. C'mon, he had nine out of ten items on your checklist. ABBY Well, technically eight and a half. He said he could cook, but when I pressed him, he was completely unfamiliar with cumin. Do n't you think that's a little suspicious? Off Joy's look, we CUT TO.

EXT. UPSCALE RESTAURANT - NIGHT Sacramento's nicest restaurant. Diners enter and exit.

INT. UPSCALE RESTAURANT - FOYER - NIGHT Abby approaches the FEMALE HOSTESS, at her podium. ABBY Hi. I'm looking for a guy with sandy brown hair, athletic build, and blue eyes. he's 5' 9 which - I know what you're thinking - it's a little short, but he's read The Great Gatsby twice, so we'll just live with it, okay? JIM -LRB- O.S. -RRB- Technically, I'm 5' 9 and 3/4. She turns, mortified, to see JIM, 30's and good - looking. Actually, he's better looking in person than in his photo. Abby gulps. JIM -LRB- cont'd. -RRB- But I'll read Gatsby again if that makes it any better. ABBY Jim - hey. Hi. Hey. HOSTESS Shall I show you to your table? Abby and a mildly perturbed Jim follow, clearly not off to a banner start.

INT. RESTAURANT DINING AREA - NIGHT Abby and Jim sit at a table. Abby looks around, tense. ABBY You know what? This is not the best angle. We should get the table over there. Then we both get a view, instead of one of us looking at the busboy station. JIM I'm fine here. ABBY No, trust me. It'll be better over there. He looks at her like she's crazy, as they get up and move.

ANTOHER TABLE - MOMENTS LATER The waiter is now taking their drink order. WAITER Can I get you some water for the table? JIM Bottle of flat, please. ABBY You know, they've done studies that show tap water is no different from bottled water. And they passed a law recently to have all restaurants filter their tap water. So, technically it's not tap water. It's filtered water, which is exactly what bottled water is, except you do n't have to pay $ 7 for it. JIM Yeah, I still like the way it tastes better. WAITER Can I get you any cocktails? JIM Scotch on the rocks. ABBY In your profile, you said you liked red wine. JIM I do, I just feel like having a scotch right now. She looks disappointed, then pulls out a piece of paper. ABBY -LRB- re the paper. -RRB- Was there anything else you changed your mind about? I mean, just so I can figure it into the overall picture. JIM You printed out my profile? ABBY Actually, my associate producer did. She likes me to be prepared. Not that I'm ever not prepared. Kudos on your comprehensive car insurance policy, by the way. JIM That was n't in my profile. ABBY No, but it was in your background check. -LRB- off his look ; changing the subject. -RRB- So. tell me about yourself. JIM Well, what's left that you do n't know? ABBY Good point. There's an awkward silence between them. She pulls out another piece of paper, and hands it to him. ABBY I printed out some talking points for us just in case this happened. JIM I take it it's happened before? ABBY No, but since you have nine out of ten of the necessary attributes on my checklist, I just wanted to make sure this goes as smoothly as possible. As Jim processes this, the waiter arrives with drinks. JIM Thank you. He takes a huge sip, relieved. Abby looks at him. ABBY You realize the ice in that scotch is made from tap water, do n't you? He looks at her, realizing she's a complete nightmare.

EXT. RESTAURANT PARKING LOT- NIGHT Jim and Abby walk to their cars. Jim is walking faster than she is, trying to get away. She trots along, trying to keep up. ABBY Next time we could go bowling. I noticed online that you're the mid - ranked amateur in the state. I mean, if there is a next time. I'm not trying to be presumptuous, but I am getting a pretty good vibe here. Jim does n't even consider refuting this. He just wants to leave. Abby reaches into her purse and pulls out - ABBY -LRB- CONT'D. -RRB- Floss? JIM Uh, no thanks. It's late. I should go. He gets into his car as she hands him his doggy bag. ABBY FYI, be sure to eat this by tomorrow. With curry, you ca n't smell if it's gone bad, so after three days, you should just toss it. Really, do n't even give it to a pet or anything. JIM Three days. Got it. Abby has officially lost control to the producer part of herself. she knows what she's doing, but ca n't stop herself. ABBY Here, just to be sure, I'll write today's date on it for you. Abby takes a pen out and writes a date on the bag. JIM -LRB- annoyed. -RRB- It's fine, really. The bottom of the bag gives out and a container of goopy leftovers SPILLS all over Jim's lap. ABBY -LRB- horrified. -RRB- I told them to double bag this! JIM I'm just gon na - go. ABBY I'm so sor - Jim closes the door, catching the hem of Abby's wrap skirt. ABBY -LRB- CONT'D ; cont'd. -RRB- Wait, my - The car speeds off - RIPPING Abby's skirt right off her as it races away. Abby is left standing in her underwear.

INT. ABBY'S CONDO - NIGHT Abby, still in her undies, trudges up the steps. She opens her front door. Her calico cat D'ARTAGNAN, 9, skeptical and easily annoyed, stares up at her. ABBY Do n't ask.

INT. ABBY'S CONDO - BATHROOM - NIGHT Abby, now in pajamas, flosses her teeth. She hears a noise coming from her bedroom and looks to see D'Artagnan's paw in the fish bowl, trying to scoop up a goldfish. ABBY D'Artagnan! Stop that! Abby picks up the cat. ABBY -LRB- CONT'D. -RRB- How many times do I have to tell you? Leave Juliet alone. Was n't Romeo enough for you? Abby picks up the remote, snaps the TV on to `` Nightline'' with Brian Williams. ABBY -LRB- CONT'D. -RRB- Now there's a man. Not some five foot nine scotch drinker who lies about cumin. She heads into the bathroom.

INT. ABBY'S CONDO - BATHROOM - NIGHT As Abby flosses in front of the mirror.

INT. ABBY'S CONDO - BEDROOM - SAME TIME - NIGHT D'Artagnan hisses at the TV and steps on the remote control. ON TV - the channel jumps to a cable access show. MIKE ALEXANDER, 30's, handsome but not pretty, proudly dressed in an outfit that costs less than fifty dollars, addresses the camera. MIKE You want the truth! But you ca n't handle the truth. ` Cause it's - MOTLEY GROUP Ugly! THE THEME SONG for `` The Ugly Truth'' kicks in over a series of past scenes : Mike judo - kicking an giant Oprah doll. Several posters spelling the word `` LOVE'' are destroyed by Mike with a variety of weapons. The theme sequence ends and CUTS TO -

INT. CHANNEL 83 - STAGE - NIGHT `` The Ugly Truth'', live on air. The look of the show's set is low - rent cable TV. MIKE I'm Mike Alexander and we're back with the `` The Ugly Truth.'' Tonight, as always, we're going to talk about what it is men and women really want in relationships. I've been looking through some books. He holds up several books in his hands, reading the titles. MIKE -LRB- CONT'D. -RRB- `` Smart Women Foolish Choices'', `` Women Who Love Men Who Hate Them'', `` Hating Men Who Love Women But Hate Loving Men''. He drops the books on the floor, picks up a can of gasoline and pours it on the books. MIKE -LRB- CONT'D. -RRB- Billions and billions of dollars wasted on self - help psychobabble. Mike lights a match and tosses it on the books, setting them ablaze. Then opens up his jacket and takes out a stick with a marshmallow. Begins roasting the marshmallow on the flame. MIKE -LRB- CONT'D. -RRB- Now listen up, ladies, cause I'm only gon na say this once tonight and it's just three little words. No, they're not `` I love you.'' Here goes. MEN. ARE. SIMPLE. We can not be trained. All this `` Men Are From Venus'' bullshit is a waste of your time and money. You want to be a lonely hag, then keep reading these stupid books. You want a relationship, here's how you get one : it's called a Stairmaster. Get on it and get skinny and get some trashy lingerie because at the end of the day, all we're interested in is looks. No one falls in love with your personality at first sight, they fall in love with your tits and your ass. And they stick around because of what you're willing to do with them. You want to win a man over? You do n't need ten steps. You need one. And it's called a blow - job. Mike shoves a burnt marshmallow into his mouth. MIKE -LRB- CONT'D. -RRB- And do n't forget to - He mimes swallowing.

INT. ABBY'S CONDO - BEDROOM - NIGHT WE PAN off the television to the bed, where Abby now watches, appalled. ABBY Oh my God. It's that cable access jackass Stuart was talking about.

INT. CHANNEL 83 - STAGE    - NIGHT Mike takes a call. FEMALE CALLER -LRB- O.S. -RRB- How dare you burn those books? They've helped my personal life more than - MIKE What's your boyfriend's name, princess? FEMALE CALLER -LRB- O.S. -RRB- I'm not seeing anyone right now but - Mike hangs up the phone. MIKE My point exactly, Shrek. Next caller.

INT. ABBY'S APARTMENT - NIGHT - CONTINUOUS Abby, now infuriated, picks up the phone and begins dialing. WE INTERCUT between the stage and her apartment, as Mike continues his rant. MIKE Men do n't fall in love. Men fall in `` want.'' We want things. We're hunters and gatherers. We're the same as we were when we were cavemen and a gillion years of evolution has n't done squat. Trust me, there was a Pamela Anderson of cave women and all the cave guys were trying to stick their dicks in her. Mike walks over to a chalk board with the word `` LOVE'' on it. He crosses it out and writes `` LUST.'' MIKE -LRB- CONT'D ; cont'd. -RRB- Now girls, if you want to think lust is the same as love, that's fine, but you're delusional. Let's take some more calls. -LRB- picks up the phone. -RRB- You're on the air. Abby is now on the phone. ABBY So you're saying men are incapable of love? MIKE Did I burst your little Harlequin Romance bubble? Irritated, Abby begins to compulsively remake her bed. ABBY The only thing you burst is your credibility. Men are absolutely capable of experiencing love. MIKE Okay, I'll bite. Who's the guy? ABBY What? MIKE The guy, Mr. Wonderful, the one who's so capable of love. Who is he? What's he like? ABBY Well, he's not like you, that's for sure. MIKE Thank you very much. Go on. ABBY He's smart. he's handsome but does n't know it. -LRB- enjoying the fantasy. -RRB- He's successful, but in a job that means something. He loves red wine, classical music, Cary Grant movies. MIKE This is a guy in America, right? You're not calling from Europe or anything. ABBY Are you interested in listening or not? MIKE No, please. I'm loving this. ABBY He works out, not because he's vain, because it's healthy. He's socially liberal but fiscally conservative. He likes dogs but he's a cat person. He never gets out of bed before you on a Sunday morning - MIKE Oh my god. You're a lesbian! ABBY What?! MIKE Well, you're describing a woman. ABBY Why are those qualities so threatening to you? Perhaps because your complete lack of any one of them is the real reason why women are n't interested in you. At least women of quality. Mike scoffs, but he's thrown. He takes a moment, then. MIKE Where is this guy? I will give you one hundred dollars of my own money to bring him down here and let me meet him. ABBY Oh, he's out there. somewhere. MIKE Wait a second. You're not even dating this guy?! ABBY Well, no. I'm just describing a type. I thought that's what we were doing. MIKE You do n't even know him?!? Mike bowls over LAUGHING. Abby realizes she's been had. MIKE -LRB- CONT'D. -RRB- Hold on. whoa. now I get the whole picture. You're a dog. ABBY Excuse me? She rips the perfectly made bed apart and starts over. MIKE You heard me. You must be. If you were hot, you'd be out breaking some poor schmuck's heart instead of spending all your time fantasizing about Mr. Wonderful. Face it, you're ugly! ABBY I am not ugly! MIKE Well, of course you do n't think so. Ugly people never know they're ugly. It's like people who have B.O.. They never know it because they're surrounded by their own stench all the time. Now Abby's really fuming. She snaps a sheet violently. ABBY That is the most ridic - MIKE Look, lem me help you out here. You might as well just face the fact that you're gon na be alone and stop pining away for some fantasy guy you're never going to get. Get a hobby. Build housing for the poor. Anything. ABBY How could you possibly - MIKE Hey, Lassie - the show's called `` The Ugly Truth''. If you ca n't face it, do n't call. -LRB- switching gears. -RRB- Well that about wraps it up for today. I'm Mike Alexander reminding you that the truth is never pretty. As he smiles smugly, Abby SCREAMS and THROWS the phone across the room. D'Artagnan, terrified, jumps off the bed, which is now in total disarray.

INT. KPHX - CONFERENCE ROOM - DAY Abby and Joy make their way into the conference room. Dori and Josh are already there. JOY How did the date go? ABBY I ended up pantsless in a parking lot. JOY That's awesome! Stuart walks into the conference room. STUART Morning, everybody. He puts a DVD in the player. STUART Now before I play this, I have to warn you. -LRB- hits play. -RRB-. he's a little rough around the edges. ON TV : Mike's face appears. MIKE -LRB- ON T.V. -RRB- Face it, you're ugly! ABBY'S VOICE -LRB- O.S. -RRB- I am not ugly! Joy looks at Abby. JOY Is that you? ABBY What?! No! MIKE -LRB- ON T.V. -RRB- Ugly people never know they're ugly. It's like people who have B.O. - Abby grabs the remote and turns off the T.V. ABBY Why are we watching this?! STUART One word. Ratings. Say hello to our new guest commentator. I'm starting him with two segments a week. Three minutes a pop. ABBY Are you kidding me? JOSH Who the hell is this guy? STUART His name is Mike Alexander. ABBY And he's a quintessential misogynist uber - moron who represents everything wrong with television and society at large. DORI I get crap every time I suggest we do something even remotely fluffy and now you're gon na put this douchebag on the air? STUART He's got a point of view. We do n't have to like him, we're news people. We're objective. Stone Phillips interviews terrorists, does n't mean he likes them. It's good for ratings. Abby holds up a piece of paper. ABBY I've got a whole list of ideas on how to improve ratings. We do n't need him. Stuart takes the memo, reading it. STUART A live debate on immigration policy? Never work. ABBY What are you talking about? Albuquerque is 45 % Latino. At this moment, MIKE walks in. Abby stares at him, appalled. MIKE Yeah, and as you can tell by all the screaming rugrats in this town, Latino guys like to have a lot of sex. Which means they'd rather listen to me tell them how to bang hot chicks than hear about why they ca n't bring grandma across the border. -LRB- as they all stare at him. -RRB- Sorry, I was eavesdropping out in the hall. STUART See, what did I tell you? He's great. MIKE Thanks, boss. Abby spins to face Stuart. ABBY You already hired him?! MIKE -LRB- re Abby. -RRB- Who's this delightful creature? ABBY Your superior. MIKE Mmm. I like a woman on top.

INT. ABBY'S OFFICE - DAY - MOMENTS LATER Abby is pacing, clearly on the verge of hysteria. ABBY -LRB- chanting. -RRB- I am an award - winning news producer. I am an award - winning news producer. A KNOCK. Then the door opens and Mike appears. MIKE Hey, no hard feelings, right? ABBY You do n't even knock? MIKE I knocked. I got no response. ABBY So, essentially your knock was negated by your complete lack of adherence to the social etiquette of what follows a knock. MIKE Wow. You are wound like a fuckin' top. Abby glares at him. ABBY Woof woof. Recognize the bark? He stares at her, surprised. MIKE -LRB- then ; realizing. -RRB- Hey, what do you know? You're not ugly at all. ABBY Imagine my relief. MIKE You know, if it were n't for you, I would have never gotten this gig. You and I make good TV. ABBY I'm sorry, what channel is your show on? MIKE Eighty three. ABBY This is channel two. You do know that the lower numbers are better, right? More people watch. So do n't tell me that `` you and I'' make good TV. I am an award - winning news producer. I make good TV. You make imbecilic trash watched by housebound inbreds who are so busy putting their hands down their pants they're unable to change the channel. MIKE I had n't really been picturing you that way, but thanks for the image. ABBY Let me tell you something. I am not one of your viewers. My cat stepped on the remote. MIKE Thank your pussy for me, then. Abby gags as she pushes past him and walks out.

INT. KPHX - HALLWAY - DAY Abby strides down the hall with Georgia and Larry. ABBY There is no way Mike Alexander is going to stay on my show. I want you to skewer him. Make him look like a complete idiot. Not that it will be hard. The man is a moron of unseen proportions. GEORGIA -LRB- re Larry. -RRB- That's just what we need on this show. LARRY Does anyone think my highlights are too shiny? ABBY Larry, listen to me. I want Mike Alexander to go down in flames. I want Mike Alexander to be nothing but a pile of ash on the seat next to you. I want the janitor to come in with his Dustbuster and vacuum up the ashes of Mike Alexander, and then when he throws the ashes into the dumpster outside, I want the rats to vomit and then defecate on the ashes of Mike Alexander. She strides off. Larry looks at Georgia. LARRY And I thought you were angry and bitter. GEORGIA Uh, no, that would be my untouched vagina.

INT. KPHX - SACRAMENTO AM SET - DAY Cameras roll as Larry and Georgia sit at the anchor desk. GEORGIA For years, there have been concerns about lowering television standards. But many believe that this man and his local public access show, `` The Ugly Truth,'' have brought things to a new low. With that, we welcome Mike Alexander. Mike gives a cocky wave. MIKE How ya doing, guys? LARRY Mike, how do you respond to those who say your show is offensive? MIKE It is. but then again, so is the truth. GEORGIA The truth about what, Mr. Alexander? MIKE What relationships are really like.

INT. KPHX - CONTROL ROOM - DAY Abby and the control room crew watch the proceedings. Cliff mans the bank of monitors. MIKE Take marriage for instance. It's about mutual benefits, social pressure, and taxes. It's not about love and we should stop pretending it is. We INTERCUT with Georgia, Larry, and Mike on set. ABBY C'mon Georgia, let him have it. GEORGIA Sounds to me like no one's ever loved you and you're taking it out on the female population. In the control room, Abby smirks. ABBY Ooh, good one. MIKE Well, while we're making observations, you two project this image of the perfect couple, when clearly, it's a lie. LARRY Excuse me? Abby nervously gnaws on the straw from her Kombucha drink. ABBY -LRB- nervous. -RRB- Cliff, let's go to commercial. CLIFF Stuart told me to keep rolling, no matter what. ABBY What? When? Cliff shrugs. Abby is pissed. ABBY This is my show. CLIFF Not right now it is n't. On the set, Mike continues his vivisection of Larry and Georgia. MIKE I mean, come on Larry, I grew up watching you on TV. You used to be this cool confident cat. Georgia's no dumb bunny. She knew the only way she was getting off the weekend shift was by hooking up with you. But then lo and behold, she became more popular than you and ended up with twice your salary. ABBY C'mon, Larry. Take him down. She starts twisting her straw into shapes, as - LARRY I'm proud of my wife's success. MIKE Bullllloney you are. You hate her success. You feel emasculated by her and that screws with your head which inevitably screws with your manhood. GEORGIA What's your point, Mr. Alexander? ABBY Good girl, Georgia. Take control. MIKE My point? My point is that your husband has n't had sex with you in. I'm gon na say. three months? LARRY That's not my fault! MIKE I know, it's her fault! GEORGIA Why is it my fault?! In the control room, Abby looks like she's going to pass out. ABBY Oh, dear God. GEORGIA Well, what am I supposed to do, give up the money, so he can get an erection? MIKE I agree. You've economically emasculated your husband to such a point that he's afraid to desire you. Sure, you can dump his ass, but honey, have you seen the eligible men in Albuquerque? It's slim pickings out there for a woman in her forties. You're not going to do any better than Larry. You just have to let him be a man. LET HIM BE A MAN, GEORGIA! -LRB- to Larry. -RRB- And you, Frowny McFlacid, give it to her. Now! Larry grabs Georgia and kisses her hard. After a moment of resistance, she melts into his arms. The crew goes crazy. Larry throws Georgia over his back and hauls her off the set. Abby sinks down into a chair. CLIFF And we're out. He cuts to BLACK.

INT. KPHX - ABBY'S OFFICE - DAY It's pitch black. Suddenly a closet door is opened. Joy and Stuart stand in the doorway. JOY Found her. Abby is sitting in a ball in her closet. STUART One thousand, one hundred and forty - seven calls and over three hundred E - mails. And fifty - three percent of them were women. This guy's a lightening rod! ABBY -LRB- confused. -RRB- People liked him?! STUART Liked him? They loved him. ABBY How is that possible? STUART I do n't know, but I'm scaling back the news and giving it to `` The Ugly Truth.'' Corporate wants five minutes of Mike Alexander, five days a week. ABBY Stuart, I really think this is a mistake - STUART Just keep him happy and both of our contracts will be renewed. Stuart leaves. Joy turns back to Abby. JOY Congratulations? Abby closes the closet door on herself.

INT. APARTMENT BUILDING - HALLWAY- DAY Mike enters his apartment, throws his keys on the counter and hits play on his answering machine. GIRL'S VOICE -LRB- V.O. -RRB- Hey, Mike, it's Valerie. I have n't heard from you in a while. But I just saw you on TV. You were great! He pushes skip. 2ND GIRL'S VOICE -LRB- V.O. -RRB- Mike, hi, it's Ginevra, I'm having a party - Skip. 3RD GIRL'S VOICE -LRB- V.O. -RRB- Why have n't you called me? I miss you. It's Laura, by the way. Remember? We went to the track? MIKE Remember? How could I forget? You threw up in my car. JONAH, 14, awkward, Mike's nephew, walks in. JONAH Dude, you totally hosed me! MIKE What? JONAH Last week on your show, you said you should always be mean to hot girls because they'll want you more. I tried it today, she cried, and then I got detention. MIKE First of all - do n't listen to what I say on my show. Second of all, you're supposed to do that to 25 - year - old girls who think they're hot and can get any guy they want. Not 14 - year - old girls. They're going through puberty. They have enough problems. JONAH Mom said when she was fourteen, she was the prettiest girl in the class. MIKE Well, I was there when she was fourteen and let me tell you something - she lied. Mike's sister, ELIZABETH, 40's, walks in, wearing a nurse's uniform and holding a cake box. ELIZABETH Do n't listen to your Uncle Mike, he was blind from masturbating too much. MIKE Oh, that's a nice thing to tell your son - ELIZABETH It's nothing worse than what he's heard on your show. She hands him the cake box. ELIZABETH Let's hope you can clean it up now that you're on a network. Congrats. She gives him a kiss on the cheek. He grins. MIKE Thanks. He opens the box. MIKE -LRB- reading the cake. -RRB- `` Happy 85th Birthday, Harold''? ELIZABETH Sorry, I did n't have time to bake one. I took it from work. Harold did n't quite make it through the big day. MIKE -LRB- re the cake. -RRB- Looks like he got to blow out his candles. ELIZABETH -LRB- re the candles. -RRB- What do you think did him in? He closes the box. MIKE Who wants to go out and eat?

EXT. JOY'S BACKYARD - DAY/DUSK Abby and Joy lie in lawn chairs, drinking margaritas as Joy's husband, KEN, barbecues shrimp kebobs nearby. ABBY -LRB- tipsy. -RRB- I'm just going to keep drinking until my mind blots out any memory of Mike Alexander. JOY I do n't know if I have that much tequila. ABBY Maybe I should eat the worm. Ken looks over. KEN Is Mike Alexander the guy you went on the date with? ABBY No, that was a different source of humiliation, but thank you for reminding me. KEN I still do n't understand why you did n't just marry Bill. He was a good guy. ABBY Yeah. he was. But he also had navy blue sheets and bath towels with tassels. He played computer games on his phone. He wore open - toed shoes. Sometimes with socks. And his mother called him `` Bucky''. JOY Plus, he sucked in bed. ABBY Yes, there was that -. -LRB- then. -RRB- Wait, why are we sharing this with Ken? JOY I tell him everything. KEN -LRB- to Abby. -RRB- By the way, I thought it was hilarious when you asked that one guy for a toxicology report. ABBY What? He was exposed to asbestos! Joy gives her a look. Abby sighs, realizing the extent of her neuroses. ABBY Give me the freaking worm.

INT. KPHX - SACRAMENTO AM SET - DAY Mike's goofing with the pretty makeup girl, as Abby walks up to give him some last minute tips. ABBY Keep it clean, keep it moving, and stick to the script. You're on a live affiliate network news program. You do not have the luxury of using the words `` blow'' and `` job'' in the same sentence. If you say anything scatological, you're fired. MIKE Really? Because I thought you were gon na get fired if you do n't keep me happy. -LRB- leaning closer. -RRB- I've got a list of demands to go over after the show. And let me just warn you - they're gon na be scatological. She fumes, jabbing the earpiece in his ear. MIKE -LRB- CONT'D. -RRB- Just because you look pretty today, I wo n't mention the misguided phallic rage you just displayed. ABBY -LRB- re Mike's ear piece. -RRB- If you hear my voice in your ear, do what I say. MIKE Promise you'll talk dirty? Mike is cut off by Cliff in the booth. CLIFF -LRB- O.S. -RRB- And camera one. Action Mike. Abby slips out of frame just in time. Mike looks to the camera. MIKE I'm Mike Alexander and this is `` The Ugly Truth,'' where we'll be taking a few minutes every day to talk about men, women and relationships. Let's start with men. Men are simple. To illustrate my point - on my left we have the best our world has to offer. He crosses to - a CANDLE - LIT TABLE with a fancy dinner placed in the center. Several books rest beside it. Beside the table, a man plays violin. MIKE -LRB- CONT'D. -RRB- You have a gourmet meal, fine wine, classical music and great literature. He picks up a copy of `` Ulysses'' from the table. MIKE -LRB- CONT'D. -RRB- Now, if you'll follow me we have something quite different. He starts to walk off the set.

INT. KPHX - CONTROL ROOM - DAY - SAME TIME Now in the control room, Abby panics. CLIFF Where the hell is he going?! ABBY Follow him!

EXT. KPHX - ALLEY - DAY - CONTINUOUS Mike exits the stage door and walks into the alley, followed by the confused camera crew. MIKE Ah, I see you ladies have started without me. He smiles at TWO BLONDE TWINS IN BIKINIS, who wrestle in a kiddie pool of Jello. We INTERCUT with the control room. ABBY Who let them on the lot? Do n't we have security? IN THE ALLEY, a security guard watches the girls, smitten. Mike smiles to the camera. MIKE Babes wrestling in Jello. Let's just take a quick survey and see which option the men out there would pick. ABBY Do we have phone lines? Open them! MIKE Beethoven, stuffed pheasant and James Joyce - or semi - naked chicks frolicking in strawberry - flavored goo. As Abby looks horrified, the PHONES in the control room start RINGING off the hook. Realizing her defeat, Abby sighs. ABBY Jesus, if we're gon na do this, we might as well milk it. -LRB- then ; into headset. -RRB- Two, go wide! Good. Ready, one - tight on his hand! Abby grabs the microphone for Mike's ear piece. ABBY Lick the Jello off her finger! ON THE MONITOR - A slightly puzzled look from Mike, but he lifts the girl's finger and licks the Jello off it. ABBY -LRB- COMT'D. -RRB- -LRB- into headset. -RRB- Go one! The camera focuses tightly on his face. MIKE Mmmm. I was wrong. It's cherry. And that's the ugly truth. Over to you, Georgia. As Mike waves to camera, he's pulled into the Jello pool and the girls rip off his shirt.

INT. KPHX "SACRAMENTO AM" - DAY Mike walks in, covered in Jello, to find Abby standing there, arms crossed, quietly containing her rage. ABBY Your realize I once had the Archbishop Desmond Tutu on this show. MIKE Who's that? Abby rubs her temples. ABBY I ca n't even illustrate how far I've fallen, because you're not smart enough to get the references. She walks off. Confused by her reaction, he follows. MIKE C'mon, we were a good team back there. You were the one who told me to lick the Jello. ABBY Do you have any idea how much I hate myself for that?! It was cheap titillation. I am now going to broadcasting hell right behind Geraldo and the naked weather girl from Canada. MIKE Seriously? There's a naked weather girl? Can we get her?

INT. KPHX - "SACRAMENTO AM" SET - DAY CLOSE ON Stuart, wearing a grave expression. STUART -LRB- into camera. -RRB- You've got to do it for ratings, Abby. We have no choice. Abby nods, uncomfortable. We PULL BACK to REVEAL that she's now the NAKED WEATHER GIRL, sitting behind the anchor desk. Strategically placed cardboard suns and clouds cover her bosom. Traumatized, she reads off the teleprompter. ABBY `` Today, it will be partly sunny. with a cloud cover moving in from my left breast.'' Seated next to her, BRIAN WILLIAMS shakes his head, disappointed. BRIAN WILLIAMS Oh, Abby. There's a CRASH and we CUT TO -

INT. ABBY'S CONDO - NIGHT On the sofa, Abby BOLTS awake from her nightmare, seeing Juliet's FISH BOWL lying in shattered pieces on the floor. ABBY Juliet - She leaps up, then sees the cat licking his chops. ABBY -LRB- CONT'D. -RRB- Murderer. D'Artagnan bolts out the front door. ABBY Dammit!

EXT. CONDO COMPLEX - NIGHT Abby runs through the grounds of the complex looking ± or D ` Artagnan. ABBY Here, kitty kitty. She spots him hiding under a U - Haul, and slowly creeps towards him. ABBY -LRB- CONT'D. -RRB- It's okay, baby. I'm not mad. I mean, yes, I am somewhat angry - but I'm repressing it. A car speeds past, honking obnoxiously at Abby. The cat races away, then climbs up a LARGE TREE beside one of the condos. Abby sighs and follows. ABBY Really? This is how I get to spend my evening?

EXT. COLIN'S CONDO - NIGHT Abby looks up the tree to see D'Artagnan perched on a branch above. He MEOWS. ABBY It's okay, baby. Just stay there. Abby jumps up, grabs a branch and starts to climb. ABBY -LRB- CONT'D. -RRB- Almost there. Abby starts climbing higher, testing branches as she goes. Finally she reaches the branch he's on. ABBY -LRB- CONT'D. -RRB- You're gon na be okay. Come on. Abby grabs a branch overhead and scoots down the limb. She reaches out, picks up the cat and cradles him. ABBY -LRB- CONT'D. -RRB- It's okay. I've got you. D'Artagnan safely in hand, she looks around and notices she's just outside a window. She looks in and sees - A handsome man in a steamy bathroom taking a shower. This is COLIN ANDERSON. ABBY -LRB- CONT'D. -RRB- Oh, my. Abby covers the cat's eyes, then looks away. But a moment later, she's looking back in the window, to see - Colin step out of the shower. Abby takes a deep breath as he crosses to the mirror, giving her a look at his abs. ABBY -LRB- CONT'D. -RRB- Oh, my, my. Abby leans closer to see Colin start flossing, wearing only a towel. ABBY -LRB- CONT'D. -RRB- -LRB- a delighted gasp. -RRB- He flosses. Suddenly we hear a CRACK, and the branch breaks. Colin looks out the window and makes eye contact with Abby just as - ABBY -LRB- CONT'D. -RRB- Ahhhh! D'Artagnan leaps to another branch as Abby falls. As she plummets, her foot gets caught between some branches, leaving her now HANGING UPSIDE DOWN. ABBY -LRB- CONT'D. -RRB- Help! The front lights SWITCH ON and Colin, still in a towel, races out of his condo. As he runs up to the tree - COLIN Just stay calm. You're gon na be fine. The branch breaks. ABBY Ahhh! Abby FALLS to the ground but - Colin CATCHES her. But only for a moment. She DROPS out of his arms and onto the ground. As she goes, his TOWEL GOES WITH HER. Landing on her face. COLIN Whoops. She pulls the towel away and looks up, trying not to make eye contact with the one - eyed trouser snake staring back at her. ABBY Hi, I'm Abby.

INT. MIKE'S APARTMENT    - DAY Mike plays poker with his buddies : DWAYNE -LRB- 30's, chubby -RRB-, STEVE -LRB- 30's, Latino -RRB-, and GARY -LRB- 30's, bespectacled -RRB-. While Mike tries to concentrate on the game, but the guys are more interested in reading his fan mail. DWAYNE -LRB- reading. -RRB- `` Dear Mike, I know I'm the girl who can change you and make you fall in love. Here's a photo of me and my iguana.'' Steve looks at the photo. STEVE I thought iguanas only liked dry places. He passes it to Gary. GARY We might need to call animal control on this one. MIKE Guys, enough with the fan mail. STEVE What? You do n't want to add her into your rotation? MIKE Uh, no. DWAYNE What about the tranny? He seemed nice. GARY And he went to all the trouble to knit you that cock - sock. Mike rolls his eyes and deals the cards. MIKE Can we just play poker?

INT. COLIN'S CONDO - NIGHT Unpacked boxes are stacked everywhere. Classical music plays on the stereo. Colin, now in sweats and a t - shirt, examines Abby's ankle. ABBY -LRB- impressed. -RRB- You're a doctor? COLIN An orthopedic surgeon. She glances around the room and sees a bottle of red wine and a half empty wine glass sitting on a table. COLIN I do a lot of leg and hip stuff but I do get the occasional foot. You seem to be fine. No sprain. ABBY Well, I guess I'm pretty lucky D'Artagnan picked your tree to climb. Dave in the next unit over sells lawn furniture. I do n't know that I would have been as confident with his diagnosis. COLIN I'm here whenever you need me. Abby puts on her shoes as Colin opens his wallet and hands her a card. COLIN -LRB- CONT'D. -RRB- My home number's on the back. If the ankle starts giving you problems, just give me a call. Colin picks up the cat, who starts purring. ABBY Wow, he does n't usually like men. COLIN Dogs are great, but. well, you're a cat person. You know. Abby looks at him, nodding. Delighted at his complete and utter perfection. ABBY Well, I guess I should get going now. She remains rooted to her spot. He waits a beat then, feeling awkward, makes a move to open the door. ABBY -LRB- CONT'D. -RRB- Thanks again for saving me. COLIN Any time. She walks out and Colin closes the door. Realizing that he still has the cat in his arms, he opens the door to find - Abby doing a SPAZZY HAPPY DANCE. Startled, she quickly composes herself. COLIN -LRB- CONT'D. -RRB- You forgot your cat. ABBY -LRB- re the dance. -RRB- Oh. Thanks. There was a - spider. On me. But it's gone now. He chuckles, hands her D'Artagnan. COLIN Good night. He closes the door.

EXT. COLIN'S CONDO- NIGHT - CONTINUOUS Abby hates herself. ABBY I'm such an idiot - She starts doing a SELF - HATING SPAZZY DANCE, mocking her previous dance. Just as Colin opens the door again - COLIN You alright? She freezes. ABBY Yes. I'm going now. Good night. She walks off, trying to maintain her dignity.

INT. KPHX - HALLWAY - DAY Abby and Joy walk down the hall towards the set. ABBY You should see him. He's perfect. JOY Symmetrical? ABBY You have no idea. JOY Well, how did you leave it? Did he ask for your number? ABBY No, but he gave me his. What do I do? Should I call? And if I did, what would I say? Joy looks a little overwhelmed. They walk onto the set, where -

INT. KPHX - SACRAMENTO AM SET - DAY - CONTINUOUS Mike faces the camera, finishing up his segment. MIKE If you want a woman to keep sleeping with you there are certain things you never say. For instance, `` Hell no, I do n't want to meet your family.'' Or `` How hard is it to lose ten pounds?'' `` I have to take a dump, I'll call you back.'' And here's one that's sunk a lot of perfectly good sexual relationships : `` Marriage? I'm just hanging out with you until I meet someone better.'' Guys, use your big head to help your little head. In other words, lie. And that's the ugly truth. As they watch, Abby turns to Joy. ABBY You promised me the worm would make him go away. As Abby shakes her head in disgust, a P.A. walks up and hands her a sheet of paper. P.A. Yesterday's ratings. Abby and Joy study them. ABBY I should be happy about this, should n't I? JOY -LRB- reading the ratings. -RRB- Uh, yeah, you've never gotten a twelve share before. ABBY I feel so dirty. Mike approaches them. MIKE You hear about the ratings? ABBY Yes. MIKE And did you hear Corporate's coming next week to take me to dinner? ABBY I hope you can chew with your mouth closed. She turns and walks off. MIKE What's up with her? JOY She's spiraling lower and lower into a morass of self - loathing and intense hatred for you. MIKE Yeah, I picked up on that.

INT. KPHX - CORRIDOR - DAY - MOMENTS LATER Abby walks down the corridor. She turns the corner and comes face to face with Mike. MIKE Why do you hate my guts? ABBY Your innards are of no consequence to me. I hate what you represent. MIKE You hate the truth? ABBY Your skewed perception of male - female interaction is not `` the truth''. MIKE But your imaginary boyfriend's the truth? ABBY For your information, I happened to meet him last night. MIKE I really hope he's real this time, because otherwise this is just sad. ABBY Oh, he's very real. Not to mention stunningly handsome and morally sound. His name's Colin. He's a doctor. An orthopedic surgeon, actually. MIKE You know what that means? ABBY What? MIKE He had to stick his finger up some guy's butt in medical school. ABBY You disgust me.

INT. ABBY'S OFFICE - DAY - CONTINUOUS Abby enters her office. Mike follows her. MIKE So, did butt - boy ask you out? ABBY Not exactly. We're taking things slow - getting to know each other first. -LRB- then. -RRB- Why am I talking about this with you? MIKE You're the one who brought it up. ABBY Dr. Anderson is everything that you could never be. In fact. Abby takes Colin's card from her wallet, dials a number, then - ABBY -LRB- CONT'D. -RRB- -LRB- into phone. -RRB- Hi, this is Abby Richter calling for Dr. Anderson. Yes, I'll hold. MIKE You're calling the guy?! You ca n't do that. You've got ta let him call you. ABBY Please. It's the twenty - first century. Abby shoots Mike a snide grin. ABBY -LRB- CONT'D. -RRB- Hi Colin. This is Abby. Your neighbor. From last night.

INT. COLIN'S OFFICE - DAY Colin, in a white doctor's jacket, talks on the phone while going over patient files. COLIN Oh, hi. Everything okay? We INTERCUT. ABBY Could n't be better. I just wanted to call and tell you how much I enjoyed meeting you. Mike picks up the extension and listens in. Abby glares at him, but she ca n't stop him. COLIN Oh, thanks. ABBY So. I was just thinking that we should have dinner. COLIN -LRB- not great. -RRB- Oh. great. Mike shakes his head, knowing where this is going. ABBY There's this new French Bistro that got fantastic reviews and there's a gallery opening in Old Town on Friday. So, if you want, we could have dinner, then go to the opening. COLIN Hmmm, Friday. wow. ABBY Is that not a good time? COLIN Actually, Abby, I'm still kind of unsettled with the move and everything so I ` m really not - Mike snatches the phone from Abby and hangs it up. ABBY What the hell are you doing? MIKE Saving you. He was blowing you off. ABBY He was not. She moves to pick up the phone. Mike sits on the phone to stop her. MIKE Do n't! He'll be expecting you to call him back. When you do n't, he'll call you. ABBY How do you know? MIKE Because I know men. If you want it to work out with this guy, you'll listen to me and do exactly as I say. You already did irreparable damage with your psycho - aggressive control freak phone call. It might even be too late. Even if you do salvage the situation, you'll probably never be more than Abby, his desperate neighbor. ABBY I'm not desperate! -LRB- then. -RRB- Why, did I sound desperate? MIKE Listen to you - desperately asking me if you sound desperate. A concerned look from Abby as. the phone rings. Her caller I.D. says SACRAMENTO MED. MIKE -LRB- CONT'D. -RRB- Although you wo n't admit it, you know I know what I'm talking about. -LRB- beat. -RRB- It's your call, dude. She thinks, looks at the phone again. ABBY Okay. What do I do? MIKE Pick up the phone and say : `` Hey, Doug.'' ABBY Why would I - MIKE Just do it. She answers the phone. ABBY Hey, Doug.

INT. COLIN'S OFFICE - DAY A confused look from Colin as he talks on the phone. COLIN No, this is Colin. We INTERCUT. ABBY Oh my God. Sorry. COLIN Who's Doug? MIKE -LRB- whispering. -RRB- Just a guy I'm seeing. It's nothing serious. Abby hesitates. Mike shoves her. ABBY Just a guy I'm seeing. It's nothing serious. COLIN Oh. MIKE -LRB- whispering. -RRB- Hang on a sec. ABBY Hang on a sec. Mike puts the phone on hold. ABBY -LRB- CONT'D. -RRB- What now? MIKE Make him wait. A long pause. ABBY This is so rude. MIKE That's the point. ABBY When do I pick up? MIKE Never. You make him wait until he gets frustrated and hangs up. If he's still holding on after thirty more seconds, you may actually have a chance. ABBY You'd better be right about this. MIKE Think about it. Would you wait on hold for somebody you were trying to blow off? ABBY You have a point. MIKE Just give me a little bit of time and I can make this guy your bitch. ABBY -LRB- scoffing. -RRB- I do n't want a `` bitch.'' And Colin would never be a bitch. He's a well - rounded man capable of mature emotions and deep abiding love. Things which you know not of. MIKE Maybe not, but I know about lust, seduction, and manipulation. And clearly, you do not. ABBY Why would you want to help me? MIKE Because then you'll have to admit that I know more about this stuff than you do. They stare each other down. Then Mike looks at his watch. MIKE -LRB- CONT'D. -RRB- Thirty seconds. The phone light is still blinking. ABBY My God, you're right. Now what? Mike hangs up the phone. MIKE Always make an impression. Let's get out of here. We have work to do. ABBY But what about - MIKE Do n't worry, in five seconds he'll call back. ABBY -LRB- skeptical. -RRB- What are you, Nostradamus? That's - The phone RINGS again. ABBY -LRB- CONT'D. -RRB- -LRB- in awe. -RRB- - amazing. He hustles her out of the room. A moment after the door closes, Mike rushes back in and hangs up the ringing phone. He smiles, then bolts.

INT. COLIN'S OFFICE - DAY Dial tone. Colin hangs up the phone. COLIN Unbelievable.

EXT. DOWNTOWN STREET  DAY Abby and Mike walk down the street. MIKE Rule number one. Never criticize. ABBY Even if it's constructive? MIKE Never. Men are incapable of growth, change or progress. For men, self - improvement ends at toilet - training. Rule number two. Laugh at whatever he says. ABBY What if what he's saying is n't funny? MIKE That's irrelevant. A fake laugh is like a fake orgasm. ABBY And a fake orgasm is good? MIKE No, but a fake orgasm is better than no orgasm at all. ABBY A fake orgasm is no orgasm. MIKE Only to you. You're not the only person in the room, you know. Let's not be selfish. Abby giggles. Mike is struck by the sound of her laughter. MIKE -LRB- CONT `` D. -RRB- That was perfect. You have a perfect laugh. Real or fake? ABBY You'll never know. He raises an eyebrow, impressed.

INT. COFFEE SHOP - DAY - CONTINUOUS Mike and Abby wait for their lattes. MIKE Rule number three. Never talk about your problems. Men do n't really listen or care. ABBY Some men care. MIKE No. Some men pretend to care. When we ask you how you're doing, it's just guy code for `` let me put my dick in your ass.'' ABBY Okay, I'm trying to decide whether I should just walk away right now, or run. MIKE I know you think Colin is above it all, but he's a guy. If he's even remotely into you, he's thought about each one of your orifices at least ten times. ABBY I love how you assume every man is as perverse as you are. MIKE I do n't assume. I know.

EXT. STREET - DAY - CONTINUOUS Mike and Abby walk along, coffees in hand. MIKE Rule number four. Men are very visual. Ninety percent of a relationship is based on how good the woman looks. We have to change your look. ABBY What's wrong with my look? MIKE -LRB- taking her in. -RRB- Sports bras? Khakis? Srunchies? Nurse shoes? ABBY These are n't nurse shoes! They're Lady Keds. MIKE Abby, you're a very attractive woman but you are completely inaccessible. You're all about comfort and efficiency. ABBY What's wrong with comfort and efficiency? MIKE Nothing. Except no one wants to fuck it. With that, a MONTAGE BEGINS.

INT. DEPARTMENT STORE - DAY Mike and Abby wander through the racks of lingerie. ABBY I am not getting breast implants. MIKE Size is n't everything. Breasts just have to be friendly. They have to say, `` Hello, everybody! Look at me!'' Abby looks down at her breasts, curiously. ABBY What are mine saying? MIKE Uh, `` I'm reading Tolstoy and I do n't want to be disturbed''? ABBY Really? I hate Tolstoy. A SALESWOMAN passes them. MIKE -LRB- CONT'D. -RRB- Excuse me ma'am, but we need some bras that will make my friend's boobs say, `` Put me in your mouth - I taste good.'' The saleswoman looks disturbed, but hands him a push - up water bra. SALESWOMAN This should do the trick. MIKE Sweet. -LRB- to Abby. -RRB- Strap it on, flapjacks. Abby glares at him as we CUT TO -

INT. SHOE STORE - DAY Abby, wearing high heels, awkwardly makes her way over to Mike. ABBY I look like a hooker. MIKE That's a good thing. She falls, KNOCKING OVER a large display of shoes. MIKE -LRB- cont'd. -RRB- Well, you're on your back, so that works.

INT. HAIR SALON - DAY Abby sits at a rinse chair, while Mike and the HAIRDRESSER study her look. ABBY You're not touching my hair until I know exactly what you're going to do with it. MIKE We're giving you bedhead. ABBY Why would I want bedhead? MIKE Bedhead is sexy. -LRB- re her current hairdo. -RRB- A ponytail implies that you are either operating heavy machinery or emptying the litter box. Neither of these things inspires an erection. The hairdresser shoves her head under the sink and douses her with water.

EXT. CONDO COMPLEX      - NIGHT Night has fallen on the condo complex.

INT. ABBY'S CONDO - LIVING ROOM -      NIGHT Mike avoids the cat while waiting in the living room. ABBY -LRB- O.S. -RRB- I just do n't want to be perceived as a bimbo. MIKE I do n't want you to be a bimbo. You need to be two people, the saint and the sinner, the librarian and the stripper. It's a delicate balance. On one hand, you have to push the guy away with cold indifference and yet on the other hand be a sexually teasing tornado. Abby enters, looking amazing in a little black dress and sling backs. Her hair and make - up are sexy but not trashy. ABBY Well just do n't sit there. Say something. MIKE Glasses. ABBY Huh? MIKE You need glasses. ABBY But I wear contacts. Besides, does n't the woman usually remove glasses during a makeover? MIKE Yeah, but we're going for a stripperlibrarian thing. Right now, I would n't trust you to find me a book. Abby opens a drawer and takes out some glasses. She puts them on. MIKE -LRB- CONT'D. -RRB- Not bad. Now we need to practice flirting. ABBY I know how to flirt. MIKE Do you want to be an old maid? ABBY So, if I do n't listen to you, I'll be an old maid? MIKE -LRB- acting old. -RRB- `` My name's Abby and I'm arthritic and alone. I have eighteen cats who keep me company.'' ABBY -LRB- sarcastic. -RRB- Oh, ha ha. That's very funny. -LRB- pretending to be Mike. -RRB- `` Are you wearing underwear?'' She grabs his ass. MIKE Come on! I would n't say that and I would n't grab ass. ABBY -LRB- still as Mike. -RRB- `` Hey babe, what's wrong with a little ass grabbing?''. -LRB- continuing to pinch his ass. -RRB- `` I mean what's the point of you even having one unless it's there for me to grab it? You're just a set of orifices and a pair of tee - tas.'' MIKE You're a deeply, deeply disturbed person. Switching tactics, Abby slips into seductress mode, tracing her finger up and down his arm. ABBY Maybe I'm just a good student. MIKE Would you stop doing that? ABBY Doing what? MIKE Touching me with your finger. She seductively leans into him. ABBY Why? Am I turning you on? MIKE Maybe. She gives him a look. ABBY Actually, I kind of like it. MIKE Really. She leans in closer. ABBY Sucker. He shoves her away. MIKE No teaching the teacher. Just then, the doorbell RINGS. ABBY Who is it? COLIN -LRB- O.S. -RRB- It's Colin. ABBY Oh my God! MIKE Told you he'd drop by. ABBY -LRB- panicking. -RRB- I'm not ready for this. Am I? I'm not. MIKE Calm down. Keep the conversation under a minute. Be mysterious. Keep him guessing. Mike leaps over the couch and hides. As Abby walks over to the door and opens it. Colin stands there. ABBY Oh. Hey. COLIN Hi. Wow, you look great. ABBY Thanks. COLIN What happened to you today? ABBY What do you mean? COLIN You put me on hold and did n't call me back. ABBY That was you? I'm so sorry. -LRB- steering him to the door. -RRB- Can you call me later? I'm super busy. She hustles him out the door. ABBY -LRB- CONT'D. -RRB- Bye. Colin bangs on the door. COLIN -LRB- 0. S. -RRB- Abby wait. Mike pops up from under the couch. He gives her the thumbs up. ABBY -LRB- whispering. -RRB- Now what? MIKE Make him suffer. COLIN -LRB- O.S. -RRB- Do you want to go the Lobos game on Saturday? She looks at Mike in amazement, then breaks into the happy dance. He watches, horrified at her spazziness. MIKE What the hell is that?! As she continues to dork out, we CUT TO -

EXT. BALLPARK - DAY The ROAR of the crowd at the Lobos game. Colin walks with Abby, who adjusts something in her ear. Now she's wearing the earpiece from the station, and on the other end. MIKE'S POV THROUGH BINOCULARS - A different angle of Abby walking down the aisle. MIKE Nod if you can hear me. BINOCULARS POV - Abby nods. MIKE -LRB- CONT'D. -RRB- Just relax. You're gon na be fine. I'll walk you through this. Colin looks at Abby and smiles as they take their seats, popcorn in hand. COLIN Do you follow baseball? We INTERCUT with Mike. MIKE There's no right answer to that question. Do something non - committal. Abby does something between a nod and shaking her head. Colin hooks at her, confused. COLIN I'm really more of a fair weather fan myself. I do like watching Mike DeLoggia pitch, though. Amazing bone structure. MIKE Laugh. Abby is baffled but proceeds to laugh awkwardly. Colin looks at her. COLIN What's so funny? ABBY Your joke. COLIN What joke? MIKE Shit, he was serious? Feeling a popcorn kernel in her teeth, Abby takes out her floss. MIKE Wait - what the fuck are you doing? Is that floss? Abby freezes. MIKE Jesus! Put that away! She puts the floss back in her purse. MIKE -LRB- CONT'D. -RRB- Good. Now toss your hair. She dramatically tosses her hair from one side to the other. MIKE -LRB- CONT'D. -RRB- Okay, that was a little over the top, but nice try. ABBY Thank you. COLIN For what? Abby realizes she's spoken aloud. ABBY Thank you for. just being you. COLIN You're welcome. MIKE Okay, no more improvising. Just repeat everything I say, `` You're so much fun to be with.'' ABBY You're so much fun to be with. COLIN Thanks. A FAN calls to Mike. FAN Hey, down in front! Mike gestures for the fan to leave him alone as he continues to instruct Abby. MIKE -LRB- to Abby. -RRB- You're not like the other guys I ` ve dated. ABBY You're not like the other guys I've dated. FAN Hey, sit down, jackass. Mike waves him off, trying to remain focused on Abby. MIKE -LRB- to Abby. -RRB- You're so much more interesting and informed. ABBY You're so much more interesting and informed. COLIN That's nice to hear. The fan throws peanuts at Mike. Mike turns around and shouts at the fan. MIKE Dude, what the fuck?! ABBY Dude, what the fuck?! COLIN What? Abby blanches, waiting for Mike instructions. MIKE Oh, shit. ABBY Oh, shit. Colin is now just staring at her. MIKE -LRB- to Abby. -RRB- No, I'm not talking to you. ABBY I'm not talking to you. COLIN Did I do something wrong? MIKE Abby, listen - tell him you saw him looking at another girl. It's the only way out of this. ABBY -LRB- to Colin. -RRB- Were you looking at another girl? COLIN Who? ABBY Uh - her? She points to the only nearby female - an Elderly Obese Hot Dog Lady. COLIN Yeah. I was just trying to get us a hot dog. ABBY Oh. There's an awkward moment as Colin hands her the hot dog. MIKE Alright, we need a recovery. Make sure to eat your hot dog slowly. Men like watching penis - shaped food go into a girl's mouth. ABBY What?! Repulsed, she flinches, losing control of her drink, DUMPING it into Colin's lap. He flinches. ABBY Oh my God, I'm so sorry. She grabs a napkin and starts rubbing his khakis. COLIN It's fine, really. ABBY No, I have to get it out or else it will stain - She puts some muscle into it. ABBY -LRB- CONT'D. -RRB- What fabric is this. COLIN Cotton. ABBY Cotton's the worst. Well actually leather's the worst, followed by suede. Unbeknownst to them, the batter hits a pop fly near them. THE JUMBOTRON CAMERA follows the guy catching the fly, then finds Abby and Colin. PANS over to them and - It looks like Abby is giving Colin an enthusiastic HAND JOB. The ENTIRE STADIUM, ballplayers included, stop what they're doing and stare. ABBY -LRB- CONT'D. -RRB- Are you sure they're cotton cause this should be coming out, wait. it's coming. It's definitely coming. It's. done! She smiles at Colin. As he looks nervously up at the JUMBOTRON. Abby follows his gaze - and sees SHE'S ON IT. Everyone at the stadium is looking at her. The organ player bangs out `` Charge.'' The stadium starts WHOOPING and HOLLERING.

EXT. BALLPARK - DAY Abby is getting a citation from a self - righteous POLICE OFFICER. POLICE OFFICER This is a family place, ma'am. Not an open - air hand job palace. ABBY I understand, officer. POLICE OFFICER You want to pull those kind of stunts, you do it at home. Or in the backseat of a car, like moral upstanding people do. He hands her a ticket and walks off.

EXT. ABBY'S CONDO - NIGHT Colin walks a defeated Abby to her door. NEARBY, Mike watches this, unseen and impassive. COLIN Well, I ca n't say it was boring. ABBY That was pretty much the all - time worst first date ever. COLIN Gee, thanks. Mike looks worried. MIKE -LRB- to Abby. -RRB- Where are you going with this? No guy wants to hear that! ABBY No, no, I take full responsibility. So. -LRB- sticking out her hand. -RRB-. Thanks. -LRB- as he shakes her hand. -RRB- But, hey, at least your pants are clean. He smiles, amused. COLIN You're not what I'm used to. ABBY -LRB- sighing. -RRB- I know. COLIN Actually, that's a good thing. I'm used to women I can figure out in five seconds. I ca n't do that with you. Mike rolls his eyes. MIKE He's an idiot. I figured you out in two. Now tell him good night and stick your tits out. We're going to give this one last shot. ABBY -LRB- Sticking her tits out. -RRB- Good night. MIKE And walk away. She starts to walk away when Colin stops her, grabbing her arm and pulling her in for a kiss. COLIN That definitely made up for my wet crotch. ABBY -LRB- dreamily. -RRB- Me, too. -LRB- off his look ; realizing. -RRB- Just - scratch that. Colin gives a wave and walks toward his condo. Abby pretends to enter her house until she sees Colin close his front door. Then, she turns around and rushes over to - MIKE. She throws her arms around him, embracing him. ABBY You did it! You did it! Mike pulls back, a little uncomfortable. MIKE I did n't do anything. It was you. Do n't ask me why, but I think he likes you. ABBY He's really a great guy, is n't he? MIKE Yeah, he's dreamy. ABBY And he fits all ten criteria on my checklist! MIKE Right. were n't items one through nine something to do with him pretty much being gay? Abby puts her key in the door. ABBY I'm going to ignore that because I'm in a very good mood. MIKE Yeah, I heard, wet crotch. Abby rolls her eyes with a smile and goes inside. As Mike is walking away, he turns back for a moment, then keeps walking.

INT. ELIZABETH'S HOUSE - LIVING ROOM -       NIGHT Jonah and Mike sit on the couch, playing `` Fight Night.'' JONAH So, no date tonight? MIKE As a matter of fact, I did have a date. It was n't mine, but it was a date. I was helping out a friend. JONAH Guy or girl? MIKE Girl. JONAH Ooh. is she hot? MIKE She would be if she were less irritating. JONAH So she likes to make fun of your clothes and stuff? MIKE No, actually I make fun of hers'. JONAH You told me not to do that. MIKE That's right. And you should listen to me. JONAH If you know so much about chicks, why are you sitting here playing `` Fight Night'' with me when you could be out with the Jello girls? MIKE Because this is better. Elizabeth enters, wearing a pair of sweats and carrying her laptop. She hands Mike a digital camera. ELIZABETH Hurry, take a picture of me. I'm online with Fugly35 and he wants to know what i look like. MIKE You really want to go out with a guy named Fugly35? ELIZABETH He's being ironic. Look, he's hot. She holds up her laptop. Mike peers at it. MIKE Uh. look closer. That's Jim Morrison. Who I'm pretty sure is n't an accountant in Rio Rancho. ELIZABETH Shit. Are you serious? Jonah holds out his hand to his mom. JONAH You owe me a dollar. MIKE What are you wasting your time on the internet for anyway? ELIZABETH Says the man who has n't had a decent relationship since 1999. MIKE At least I date. ELIZABETH No. you fornicate.

EXT. ZOO - DAY A cage of randy Bonobos getting it on. Mike, in a gorilla suit, does a segment. Next to him is an anthropologist, DR. LESTER. DR. LESTER Of all primates, Bonobos are the closest relatives to human beings, both genetically and socially - - especially when it comes to sex. For the Bonobo, sex is a way to ease stress and diffuse tensions. MIKE So summing up Bonobo - land, the chicks look great, get freaky in bed and in turn, they get to sit on their asses and boss their men around all day. DR. LESTER That's one way of looking at it. MIKE If that's not an argument for evolution, I do n't know what is. He winks at the camera as - CAMERA GUY Cut! NEARBY Abby watches. Mike walks over to join her. MIKE What did you think? ABBY It was good. MIKE Did you hear Corporate's taking me to Saffron tonight? What do you think - ABBY -LRB- cutting him off. -RRB- Colin called. He wants to get together again. MIKE Cool. He starts pulling off his gorilla suit as he heads for the van. Abby follows him. ABBY How long do you think I should wait to sleep with him? MIKE The more you make him beg for it, the more you've got him on the hook. Do everything but. Then show him beneath that control freak exterior, there's a sexual deviant waiting to be unleashed. ABBY I am not a sexual deviant. MIKE Good point. If memory serves us right, you've been out of practice for what? A year? ABBY -LRB- defensive. -RRB- No. eleven months. MIKE Alright, well, how often do you - ABBY Do I what? MIKE You know. -LRB- under his breath. -RRB- Flick the bean? ABBY What bean? Mike throws her a look. Abby catches on. ABBY -LRB- CONT'D. -RRB- Ewww, gross. That's what you call it? MIKE No, I call it masturbating, but I thought it would offend your delicate lady - like sensibilities. -LRB- beat. -RRB- So. how often do you flick it? ABBY How often do you flick it? MIKE You only want me to answer that so you can picture me flicking mine while you flick yours. ABBY Trust me, I would never think about you while I'm flicking it. Not that I would ever do - that. MIKE Never? Abby looks away haughtily. ABBY I find it impersonal. MIKE What could be more personal? ABBY I just do n't think of myself that way. MIKE Well, you need to start. Because if you do n't want to have sex with you, why the hell should Colin?

EXT. ABBY'S CONDO - NIGHT Abby opens the door to find a gift bag on her doorstep, with a card that reads : `` This present is n't for you. It's for your bean. Love Mike.''

INT. ABBY'S CONDO - LIVING ROOM - NIGHT Abby sits on the couch staring at a box of ELECTRIC UNDERWEAR. She opens the box, dumping out a pair of underwear and a REMOTE CONTROL. When she turns on the remote the underwear VIBRATES, startling her. She turns it off.

INT. ABBY'S CONDO - BEDROOM - NIGHT Abby checks herself out in the mirror. Now in the underwear. She downs a glass of wine, sits on the bed and picks up the remote. She turns it on. Nothing happens. She tries again. Nothing. ABBY Great. Abby smacks the remote a few times. The DOORBELL rings. ABBY -LRB- CONT'D. -RRB- -LRB- shouting. -RRB- Who is it? MIKE -LRB- 0. S. -RRB- It's Mike! ABBY -LRB- frowning. -RRB- One second - Abby quickly throws on her skirt and hurries toward the living room.

INT. ABBY'S CONDO - LIVING ROOM - NIGHT Abby heads toward the door, but quickly realizes she's still holding the remote. She tosses it in her purse, then opens the door. Mike stands there out of breath, dressed in a suit. MIKE You have to come with me. ABBY Where? MIKE My dinner with Corporate. I do n't want to fuck it up. ABBY I ca n't. I have a date with Colin. MIKE We'll pick him up on the way. ABBY Mike, I'm not going on your dinner. MIKE So, if it does n't go well and they cut the segment and the ratings go back down to negative fourteen and they cancel the show, you're cool with that? Abby thinks a moment, then - ABBY Let me get my purse.

EXT. COLIN'S CONDO - NIGHT Colin opens the door to find Abby standing there. COLIN Hey, you're early - ABBY Yeah. Mike pops out from behind Abby. MIKE I'm Mike. Change in plans. Grab your keys. We got ta go. As Colin looks confused, we CUT TO -

INT. MIKE'S TRUCK -    NIGHT Mike's driving. In the passenger seat, Abby turns to Colin, who sits in the back. ABBY We'll just stay for one drink. I'm really sorry about this. COLIN No worries. -LRB- to Mike. -RRB- Are you a news producer as well? MIKE No, dude, I'm the talent. COLIN So you're one of the anchors? MIKE No, `` The Ugly Truth.'' -LRB- to Abby. -RRB- Has n't he ever seen our show? ABBY Not everyone wants to start their day by watching you rant about implants and g - strings. COLIN -LRB- to Mike. -RRB- You talk about g - strings? ABBY Oh, look! We're here!

INT. SAFFRON - BAR AREA - NIGHT As Abby, Mike and Colin walk into the bar, two buxom blonde twin JELLO GIRLS, BAMBI and CANDI, rush up to Mike. MIKE Hey, ladies. You're looking quite fetching. BAMBI Hi, Mike! CANDI Do you like my dress? She leans over and displays her cleavage. ABBY -LRB- displeased. -RRB- Are these the Jello Girls? MIKE Yeah, they're my dates. She tries to control her displeasure, as Stuart walks in with two guys in suits, BOB and HAROLD, in their 50's. STUART Hey, the gang's all here! Abby, you know Harold and Bob. ABBY Of course. BOB -LRB- ignoring Abby. -RRB- And we all know Mike Alexander. They slap him on the back, eyeing the twins. HAROLD And who are these lovely ladies? BOB Something tells me we wo n't be talking about the news tonight.

INT. SAFFRON - DINING ROOM - NIGHT The group sits down at the table. MIKE So, you guys here to give me a raise, or what? UNDER THE TABLE Abby tries to kick Mike. As she does, she unwittingly knocks over her purse. The contents spill out and the REMOTE for her vibrating underwear rolls away, stopping UNDER THE TABLE NEXT TO THEM. AT THE NEXT TABLE A PRECOCIOUS KID, 8, sits with his parents. Bored out of his skull. When the remote rolls under his feet, the kid picks it up and flicks the switch. A small RED LIGHT turns on. AT ABBY'S TABLE As Harold and Bob laugh, Stuart slaps Mike on the back. STUART That's my guy. Always with the jokes. Abby turns to Bob and Harold. ABBY We're really excited about the ratings increase this year. Next quarter we hope to - Suddenly, her smile quickly changes to horror. ABBY -LRB- cont'd. -RRB- Oh, God. She shifts in her seat, trying to control her NOW - VIBRATING UNDERWEAR. COLIN What's wrong? ABBY Nothing. She leans down to grab her purse. UNDER THE TABLE She pokes her head under the table to see that the contents of her purse have spilled. Mike's head appears next to hers. MIKE What are you doing? ABBY I'm looking for the remote. MIKE What remote? ABBY -LRB- gritting her teeth. -RRB- For. the. underwear. Mike starts laughing. MIKE You're wearing them? Now? She writhes again, hitting her head on the bottom of the table. AT THE TABLE Stuart watches, worried, as Abby rises from underneath the table, clutching her head and looking around frantically, trying to figure out who has the remote. AT THE NEXT TABLE The kid has flicked up the speed on the remote even higher. Abby's eyes roll back. She looks like she's on three hits of ecstasy. COLIN Are you okay? ABBY This ceviche is just so. GOOD! I'm going to ask the chef for the - ooh - recipe! Excuse me - She starts to get up when Stuart stops her. STUART Hold on. Tell Harold about the new teaser campaign we're starting next week. -LRB- to Harold. -RRB- You're going to love this. MIKE Yeah, Abby. Tell us about the teasers. Abby glares at Mike and sits back down. ABBY Well, it's fifteen seconds. each hour. As she fumbles, Mike spots the kid at the next table, remote in hand. He starts to get up but - ABBY -LRB- cont'd. -RRB- They're very - oh! Abby grabs Mike's arm, yanking him back down, in the throes of panic and pleasure. ABBY -LRB- cont'd. -RRB- Mike! - Wait! You - tell them. She looks into his eyes, imploring. MIKE Actually, I'm really enjoying the way you're telling them. Candi looks at Harold, intrigued by Abby's display. CANDI What's in a ceviche? As Stuart frowns, concerned, Abby spasms, then rushes through it as fast as she can. ABBY -LRB- rapid fire. -RRB- It's fifteen seconds every hour of Mike telling an Ugly Truth and. Jesus. GOD, they're good. She leaps to her feet. ABBY -LRB- cont'd. -RRB- Ohhhhh. Then she sinks back down, spent. Harold and Bob applaud, as do the twins. Relieved, Stuart turns to Bob and Harold. STUART See what I mean about her? COLIN -LRB- proudly. -RRB- You've got to love her enthusiasm.

INT. SAFFRON - BAR AREA - NIGHT - LATER As they all walk out, Mike grabs the remote from the kid. MIKE Sorry, buddy, that's my toy. Abby spots this and snatches the remote out of Mike's hand. ABBY You knew he had it the whole time, did n't you? MIKE No, just part of the time. Figured I should let you finish. She shoots him a look. MIKE -LRB- cont'd. -RRB- Seriously, thanks for coming tonight. I mean, you know, to dinner. ABBY You would have done fine without me. MIKE I know.

EXT. SAFFRON - NIGHT - VALET STAND - MOMENTS LATER Stuart schmoozes with Harold, Bob, Bambi and Candi at the valet stand. Abby and Mike exit the restaurant. MIKE He likes you, by the way. Colin. I can tell. ABBY Really? Colin walks up. COLIN Are we ready to go? I know Abby is. Harold and Bob shake hands with Mike. HAROLD Keep up the good work, Mike. BOB And thanks for introducing us to our future ex - wives. MIKE You kids play safe. They take off with the twins. Mike turns to Abby and Colin. MIKE So, what's next? A little three - way Scrabble? Some Twister? Maybe a massage chain? We could write in each others' diaries. COLIN I think we've got it from here. Mike's truck pulls up and he gets in. MIKE Do n't do anything I would n't do. He drives away. Abby smiles at Colin, as a punk rock version of `` Getting To Know You'' PLAYS and a MONTAGE BEGINS.

EXT. SANDIA MOUNTAIN - DAY Colin and Abby ride the tram up the mountain, snuggling.

INT. MOVIE THEATRE - NIGHT Abby and Colin are watching `` TO CATCH A THIEF.'' Colin puts his arm around Abby. COLIN I ca n't believe I've never seen this before. Abby grins, pleased.

INT. KPHX - "SACRAMENTO AM" SET - DAY Mike's on set rehearsing with a HOT GIRL next to him. NEARBY, Abby gets flowers delivered. Mike tries not to be distracted by Abby's delighted expression as she reads the card.

INT. COFFEE SHOP - DAY At the counter, Abby introduces Colin to Joy. As Colin turns away to get his latte, Joy falls to the ground in a MOCK SWOON. Colin sees this and, concerned, rushes to help Joy up.

INT. SPORTS BAR - NIGHT Mike stands at the sports bar with Dwayne, Steve and Gary, as a DRUNK GUY praises Mike. DRUNK GUY -LRB- to Mike. -RRB- Dude, you got me laid three times last month. Drinks are on me. MIKE Just doing my job. Just then a CUTE BRUNETTE in a tight t - shirt and ridiculously gynormous implants walks up. CUTE BRUNETTE I got implants, just like you said! MIKE -LRB- horrified. -RRB- Indeed you did. DWAYNE Here's to implants! Steve clinks his beer bottle against Mike's. STEVE You're a rock star, bro. Mike sips his beer, looking a bit wary of his powers.

INT. RESTAURANT - NIGHT A waiter takes Colin and Abby's order. WAITER A bottle of water to start? COLIN Yes, a bottle of flat, please. She starts to say something, then smiles at the waiter. ABBY I'll have one, too. Colin smiles at her as THE MONTAGE ENDS.

EXT. BAR - NIGHT A sign on the upscale bar window advertises `` Happy Hour - Ladies Drink For Half Price.''

INT. BAR - NIGHT Mike has a beer and enjoys the scenery as Abby sits across from him at their table, making notes. ABBY The Balloon Fiesta is coming up, so, I was thinking for sweeps, we could do a segment on `` how men are full of hot air.'' He does n't answer. ABBY -LRB- cont'd. -RRB- I was kidding - Mike is n't even listening. He's watching a trashy redhead at the bar. Abby notices. ABBY -LRB- cont'd. -RRB- Colin would never like a girl like that. MIKE I forgot, Colin only likes `` women of quality.'' ABBY That's a trait to be admired, not mocked, man - whore. MIKE Who says I'm a man - whore? ABBY I've seen you with the Funbag Twins, remember? MIKE You saw me what? Take them to dinner and introduce them to some network executives? They want to be actresses. Who am I to kill their dreams? ABBY You're telling me you've never slept with those girls? MIKE I did n't say that. ABBY Exactly my point. Man - whores want women who wear slutty clothes and suck lots of cock. MIKE Every man wants that. And for your information, I was only with the one who can read. -LRB- then. -RRB- Did you just say cock? ABBY What? I can say cock. You do n't own that word. Cock. There. I said it again. MIKE A week ago you cried at the thought of a vibrator. Now you're all `` cock this,'' `` cock that.'' -LRB- then. -RRB- You had sex with Colin, did n't you? ABBY NO! We're saving that for this weekend. He's taking me to Santa Fe. MIKE You sure you're ready for that? ABBY Of course I'm ready. MIKE You do n't sound ready. ABBY Well, I am ready. Mike holds up a glass. MIKE Here's to overturning assumptions. I'm really a man of discriminating taste and you're a foul - mouthed slut.

INT. KPHX - "SACRAMENTO AM" SET - DAY On set, Mike addresses the camera. MIKE So there you have it. Never assume a girl is easy, or assume she's a prude. There are many layers in between and it's your job, gentlemen, to peel back those layers and figure out exactly what type of woman you are dealing with. NEARBY, a confused Joy looks at Abby. JOY What happened to him? That sounded almost enlightened. Abby does n't know weather to be pleased or worried. MIKE Because once you do peel back those layers, my friends, her lady garden awaits. And I'm pretty sure you're gon na want to fertilize that patch of petunias. And that there is the Ugly Truth. JOY And - he's back. AT THE ANCHOR DESK Larry turns to the camera. LARRY Next up, Javier tells us if your petunias are going to see any rainfall this weekend. Georgia winks at him. GEORGIA I hope mine do. Abby rolls her eyes as Mike walks up. ABBY Yes, the city gets treated to flower - vagina metaphors. Georgia O'Keefe would be so pleased. At this, a slick AGENT in a suit, 30's, walks up and slaps Mike on the shoulder. AGENT Are you ready for this? I just got you on to `` The Tonight Show''. They want you as a guest. Mike is stunned. MIKE Jay Leno wants me on his show? You're shitting me. Abby looks at the agent, confused. ABBY Who are you? MIKE This is Rick. My agent. ABBY Since when do you have an agent? AGENT Since he became the hottest thing in morning TV. MIKE Holy shit. Leno? This is amazing. ABBY -LRB- trying to process. -RRB- Yeah. AGENT You leave tomorrow. Let's go clear it with Stuart. MIKE -LRB- to Abby. -RRB- How cool is this? They walk off as Abby stands there.

INT. CONFERENCE ROOM - DAY Abby runs a programming meeting. Joy, Dori, Josh, Georgia and Larry are in attendance. ABBY What's our story at the top of the hour? JOSH Global warming. DORI Jesus. Again? JOSH Oh, I'm sorry, did Anna Nicole come back from the dead? Stuart pokes his head in. STUART Abby? I need you. She rises and goes out into the hall.

INT. HALLWAY - CONTINUOUS Abby frowns at Stuart's serious expression. ABBY What's up? STUART I just found out Mike was offered a job by the local NBC affiliate at twice the pay. This Leno thing is his audition. ABBY What?! STUART If Bob and Harold find out about this, we're dead. I need you to fly out there and talk him out of it. ABBY Today? Now? But I'm going to Santa Fe - STUART -LRB- ignoring her. -RRB- Just do n't let him know you know beforehand. Let him do the show and get us our publicity, then convince him to sign with us for the next three years. Now go.

EXT. AIRPORT - DAY An airplane lands at LAX.

INT. CAB - DAY A pissed Abby sits in the cab, having a conversation with herself. ABBY Hi, stupid motherfucker who'd still be on cable access if it were n't for me. I hear you're moving to NBC. The CAB DRIVER looks at her. CAB DRIVER What did you just call me? ABBY Nothing. Just practicing my speech.

EXT. HOTEL - DAY Mike walks out of the lobby, as Abby gets out of a cab, suitcase in hand. MIKE Abby? What are you doing here? Abby glares at him, about to show her true feelings, but then quickly covers. Smiling. ABBY Stuart decided you needed a cheerleader. MIKE I thought you were going to Santa Fe. ABBY Apparently, he felt that you needed a producer more than I needed to get laid.

INT. TOWN CAR - DAY Abby and Mike sit in the backseat. Abby looks down at her notes. ABBY Okay, so let's go over the pre - interview questions. Mike studies her. MIKE I'm sorry you did n't get to meet little Colin this weekend. And by little, I do n't mean undersized, although I highly suspect that's the case. ABBY Really? Colin's penis? That's what you want to talk about right now? I was thinking maybe we should talk about what you're gon na say on the show. -LRB- doing Jay. -RRB- So, tell me Mike. How did `` The Ugly Truth'' start? MIKE Well, Jay, I had a sales job where I drove around a lot, listening to talk radio. I started calling in and lo and behold, people liked what I had to say. Then I decided what the hell, I need my own show. I have a message people need to hear. Abby rolls her eyes, still angry with him. ABBY Yes - thousands of lives are being enriched by your wisdom. MIKE Excuse me, lady, but you have a boyfriend right now because of me. ABBY It may have started because of you, but it's lasted because of me. MIKE So, you've been acting like your normal control freak psycho self in front of him? ABBY I'm not a control freak. MIKE When you checked into the hotel, did you or did you not insist on getting an `` Eastern - facing'' room on `` a floor not below seven''? ABBY I like rising with the sun. And a view. MIKE My point is, Colin likes the Mike version of Abby, not the Abby version of Abby. So, do n't go knocking my words of wisdom when you're living proof that they work. Abby sits there, fuming that he's right. ABBY I could be having sex right now - MIKE Yeah, thanks to me.

INT. "THE TONIGHT SHOW" - BACKSTAGE - DAY A `` Tonight Show'' handler in a headset readies a visibly nervous Mike backstage. Mike's Agent stands next to him, giving him a pep talk as Abby watches skeptically. AGENT Dude, this is awesome. You're about to go on Leno! NBC is going to give you the moon - Mike shoots him a `` shut up'' look. Abby pretends not to notice. AGENT - in a gift basket, of course. MIKE This is n't helping. AGENT Just do what you always do. MIKE What do I always do? AGENT Uh - ABBY -LRB- cutting him off. -RRB- You entertain people with your moronery. And they love you for it. Mike looks at her, surprised. MIKE That might be the nicest thing you've ever said to me. ABBY Your welcome. She smiles at him. Looking a little calmer, he smiles back at Abby. The Agent rolls his eyes. The handler gives Mike the nod, as we HEAR - JAY LENO -LRB- O.S. -RRB- And that was Kiku, the penguin that flies! Next up, here to tell us The Ugly Truth, is Mike Alexander - The audience applauds as Mike takes a deep breath and heads on stage.

INT. "TONIGHT SHOW" STAGE - DAY - MOMENTS LATER Abby now sits in the audience, watching as Jay interviews Mike on stage. JAY So what's your number one piece of advice to all the people out there who are trying to find love? MIKE Do n't do it. Try to find lust instead. It's a lot easier and a lot less messy. Blue balls only last a few hours. A broken heart can last years. The audience reacts with hollers and cheers. Abby shakes her head. JAY So, what's her name? MIKE Who? JAY The girl who screwed you up. She must have been a doozy. Mike looks a bit taken aback, but recovers quickly. MIKE Like I said, better a floozy than a doozy. Abby cocks her head, intrigued by Mike's reaction. JAY Well, what do you say to guys like me who have been happily married for twenty - seven years? We ca n't be the exception to the rule, can we? There's plenty of us out there. MIKE Well, Jay, let me tell ya - He hesitates, then looks at Abby for a moment. She gives him an encouraging nod. He gains confidence, and continues. MIKE Marriage starts off great. She's cute, you're cute, the world's cute. Nothing can burst your bubble of everlasting love. Then, ten years later, she's put on twenty pounds, you've got nose hair, you're voting for different presidents, and one day, the receptionist at Jiffy Lube accidentally grazes your hand as she hands you back your keys and you realize that's the first time a woman's touched you in three months. By year twenty, you've learned to completely tune out the sound of her voice and it occurs to you that ever since you walked down the aisle, you're living with someone who can barely tolerate your presence and, on the rare occasion that you actually do make love, she probably thinks about Jake Gyllenhaal. Jay looks stricken, going along with the bit. JAY You're right. I'm going to get a divorce. My whole life is a lie. -LRB- to camera. -RRB- Sorry, honey. The audience laughs, as we CUT TO -

INT. KPHX - STUART'S OFFICE - NIGHT Stuart flips off the TV, talking on his cell phone. STUART -LRB- into phone. -RRB- Did you get him? Is he ours?

INT. "TONIGHT SHOW" - BACKSTAGE - DAY Abby talks on the phone. ABBY -LRB- tense. -RRB- I'm working on it. She hangs up as Mike and his Agent approach. ABBY -LRB- cont'd. -RRB- -LRB- to Mike. -RRB- You were amazing out there. MIKE Was I? AGENT -LRB- to Abby. -RRB- You go ahead and hold our table, doll. We've got some business to discuss. They walk off. Abby fumes - then does her self hating spazzy dance.

INT. EL FLORIDITA RESTAURANT - NIGHT A festive Cuban place in Hollywood with a live salsa band and a floor full of SEXY PATRONS salsa dancing. Abby sits at a table, waiting anxiously. As Mike walks in, she waves him over. ABBY -LRB- confused. -RRB- Where's Rick? MIKE I sent him home. I thought we should celebrate on our own. Abby's surprised, then suspicious. ABBY What exactly are we celebrating? MIKE Uh, hello? Leno? I was just on it. Maybe you saw? The waiter arrives with mojitos. Abby looks at him. ABBY I know about the offer from NBC. He looks at her, surprised, then - MIKE Okay, well then you know I turned it down. If it were n't for you, I'd still be on Channel 83. So do n't worry, I'm not going anywhere. ABBY Really? MIKE Relax. Drink. Enjoy. You did your job. I'm re - signing with you. Now let's stop talking about work. Abby sips her mojito, studying Mike. ABBY So. who was the doozy? MIKE What are you, trying to kill my buzz? ABBY No, I'm interested. In what makes you. you. Mike sighs, deciding to level with her. MIKE It was n't just one. it was more like a parade. By the time I hit thirty, I realized you can only have so many bad relationships before you figure out there's no such thing as a good one. ABBY You ca n't really believe there's no such thing as a good relationship. MIKE To my very core. Just then, the waitress walks up. WAITRESS Two more mojitos? ABBY And some water, please. WAITRESS Still or sparkling? MIKE Just bring us tap water. She nods and leaves. Abby stares at him. MIKE -LRB- cont'd. -RRB- -LRB- off her look. -RRB- What? It's the exact same thing, is n't it? ABBY So I've been told. He stands up. MIKE C'mon, let's dance. ABBY I do n't think so. MIKE I'm serious. I've seen your spazzy dance, now I want to see the real thing. Abby looks out at the dance floor, seeing that even the worst dancers are great. ABBY I ca n't dance like that. MIKE I can. Mike grabs her hand and leads her onto -

INT. EL FLORADITA - DANCE FLOOR - NIGHT Mike and Abby make their way onto the crowded dance floor. ABBY Mike, no - MIKE You'll be fine. Abby looks at him, sure that he's about to make a fool of them both. Then, he takes her in his arms, completely self - assured, and starts leading her in a salsa dance and. he's good. But not just good. Great. ABBY Oh my God. How did you learn to - - She follows his moves, half - shocked and half - turned on. He pulls her in a bit closer, and for the first time, she allows herself to be led without trying to control the situation. For about five seconds. Then she looks at her watch. ABBY -LRB- cont'd. -RRB- We've got an early flight tomorrow. We should go.

INT. UNIVERSAL HILTON - ELEVATOR - NIGHT Mike and Abby ride up the elevator. ABBY So the car's picking us up downstairs at eight. You want me to call you? MIKE I'll get a wake up call. ABBY Good idea. There's a moment of uncomfortable silence. ABBY -LRB- CONT'D ; cont'd. -RRB- I had a great time. MIKE Me, too. ABBY Remember, the car's - MIKE Picking us up at eight. Got it. The elevator comes to a stop. MIKE -LRB- CONT'D. -RRB- My floor. See you tomorrow. ABBY Bright and early. They hug. It's long hug. They give a quick kiss. ABBY -LRB- CONT'D ; cont'd. -RRB- Good night. MIKE Good night. Neither lets go. They give a longer kiss. ABBY Good night. MIKE Good night. Mike starts out the elevator, then returns, grabbing Abby. And suddenly - They're ALL OVER EACH OTHER. In the midst of this, the elevators try to close but their furious groping blocks it, until - A shrill BUZZING begins. They abruptly step apart staring at each other. MIKE -LRB- cont'd. -RRB- So, I guess I should - ABBY Yeah. Mike backs out of the elevator, looking shell - shocked. The doors close. Abby is flushed and stunned. ABBY -LRB- cont'd. -RRB- Wow.

INT. UNIVERSAL HILTON - ABBY`S ROOM - MOMENTS LATER Abby sinks down onto her bed, wearing the same expression. ABBY What the hell was that? And why do I want to do it again? There's a KNOCK at the door. She leaps up, smooths her hair, checks her reflection, and goes to the door. Opening it with a smile, she finds - Standing there, bottle of red wine in hand, is. Colin. COLIN Miss me? It takes a moment for Abby to adjust. ABBY Colin? COLIN You were expecting someone else? ABBY -LRB- recovering. -RRB- Uh, no - He walks in the room, holding up the wine. COLIN Since you could n't come to Santa Fe, I decided to come to you. ABBY How'd you find me? COLIN Joy told me. I started thinking about all the things we were going to do there and I decided I could n't wait. ABBY Oh. Okay. COLIN What's the matter? ABBY Nothing. I'm just so - surprised to see you. COLIN Well, you told me you were spontaneous. Guess the proof is in the pudding. ABBY -LRB- tense. -RRB- It sure is. As he opens the wine, some of it splashes on his shirt. COLIN Whoops. Looks like we'll have to get naked sooner than I thought.

INT. UNIVERSAL HILTON - EXT. ABBY'S DOOR - NIGHT - SAME TIME Mike approaches Abby's door. MIKE Abby - I really need to kiss you again. And not just in a one - night stand way, in a totally different way. Oh fuck, what am I doing? He turns and walks the other direction. Then stops and turns back. MIKE -LRB- cont'd. -RRB- Nut up, Alexander. You can do this. He KNOCKS on Abby's door. After a second it opens and - There's Colin, standing there SHIRTLESS. COLIN Oh, you're not room service. -LRB- holding out his hand. -RRB- How ya' doin', man? Mike reels, trying to cover his shock. MIKE I just came by to tell Abby about the change in our flight time. But I can tell her later. Abby appears behind Colin. ABBY Mike, what are you doing here? MIKE Just leaving. He turns and goes.

INT. UNIVERSAL HILTON - HALLWAY - NIGHT - MOMENTS LATER Mike walks down the hall, freaked out and perturbed. Abby runs to catch up with him. ABBY Mike - He keeps walking as she tries to keep up. ABBY -LRB- cont'd. -RRB- He just showed up to surprise me. MIKE How convenient. ABBY I thought it was you at the door. He stops and looks at her. MIKE I guess we're all interchangeable. I've taught you well. Maybe you should take over the show. He starts to walk off. ABBY Mike, wait - tell me what just happened in the elevator. They hold eye contact for a very long moment. ABBY -LRB- cont'd. -RRB- Should I tell Colin to go? Mike looks away. MIKE Why pull up anchor now? You've worked damn hard to get him here. ABBY Really? That's it? That's all you have to say. MIKE What else do you want me to say? A lot. But he's not saying it. ABBY I guess the truth is ugly, is n't it? MIKE That's what I've been telling you. He shrugs and walks off.

INT. UNIVERSAL HILTON - ABBY'S ROOM - NIGHT -MOMENTS LATER Abby enters the room. Colin stands there, still shirtless. ABBY Sorry, about that. He was upset about his performance on Leno. COLIN No worries. The rest of the night is ours. He pours her a glass of wine. COLIN -LRB- cont'd. -RRB- To the first of many romantic evenings to come. Abby takes the glass and drinks. And keeps drinking. COLIN -LRB- cont'd. -RRB- Whoa - Abby finishes the glass and looks at him. ABBY Why do you like me? COLIN Well, you're beautiful, you're smart - Abby smiles, pleased, then he continues. COLIN -LRB- CONT'D ; cont'd. -RRB- You're open, you laugh at my jokes, you never criticize. Abby's smile fades. COLIN -LRB- CONT'D ; cont'd. -RRB- You never try to control the situation, and I've got to say, it's a breath of fresh air. A lot of women I know are total control freaks - and it's a nightmare. I love that you're not like that. Abby looks at him, nodding, then - ABBY You know what? I am like that. COLIN What do you mean? ABBY To be honest, I did n't like the way you poured the wine. I would have decanted it. And I was editing that speech as you were giving it. She looks around. ABBY -LRB- CONT'D ; cont'd. -RRB- Plus, this bed should be facing north - south instead of east - west! COLIN -LRB- confused. -RRB- Are you serious? ABBY I have n't been myself for one second of the two weeks and five days we've been dating. COLIN Then who have you been? ABBY The girl some idiot told me to be.

EXT. LAX   AIRPORT - DAY Taxis drop off tourists.

INT. AIRPORT - DAY Abby paces in front of the gate and checks her watch, while talking on her cell phone. ABBY -LRB- into phone. -RRB- And you're sure he checked out? Okay, thanks. She hangs up the phone. A FLIGHT ATTENDANT approaches her. FLIGHT ATTENDANT Miss, we're going to need you to board now. Resigned, she picks up her bag and walks on board.

INT. KPHX - LOBBY  DAY Abby walks into the station, greeting the security guard. ABBY Morning, Freddy. The security guard just looks at her and shakes his head, disappointed. Stuart rushes up to her. STUART I thought you said we had him. ABBY What are you talking about? STUART He quit this morning. I got a smug call from Channel 4 saying they closed a deal with him. Corporate's having a shit fit. What the hell happened? Abby is hurt and stunned, but overcomes it with fierce and abiding hatred. ABBY We do n't need Mike Alexander. He's a dime a dozen. STUART You better hope so, because you're going to find me a new one by the end of the week.

INT. KPHX - WAITING AREA - DAY Abby and Joy walk through the waiting area, which is filled with MIKE ALEXANDER REPLACEMENT HOPEFULS of all different shapes and sizes. Abby points at candidates, while Joy makes notes on a clipboard. ABBY -LRB- pointing. -RRB- Yes. No. Yes. No. No. -LRB- then. -RRB- I ca n't believe I even considered for a second allowing myself to feel something for him. JOY I still ca n't believe that you broke up with Colin. ABBY I know I ca n't control everything. As much as I'd like to. But I should at least be able to decide who I feel something for and who I'm repulsed by. She turns back to the candidates, frustrated. ABBY -LRB- cont'd. -RRB- Yes. No. No. Yes. Fuck no.

INT. KPQU, CHANNEL 4 STAGE - DAY Channel 4's brighter and more expensive stage, with a prominent logo for `` MORNING MAYHEM WITH MIKE!'' Mike, dressed in an Armani suit, glandhands the Channel 4 suits, as they show him around. BIG WIG What do you think of the new set? MIKE Love it. BIG WIG #2 KPHX retained the copyright to your old segment title, so we retitled you `` Morning Mayhem with Mike!'' Mike's on autopilot. MIKE Love it. BIG WIG And this is Joe, your new producer. Mike finally wakes up a bit. Turns to Joe, a balding nebbish. MIKE You know what I like best about you, Joe? I do n't want to have sex with you at all. JOE I'm - relieved to hear that. The Big Wigs chortle. BIG WIG How much do we love this guy?

EXT. MIKE'S APARTMENT BUILDING - DAY Mike, in his suit, walks up the front steps. Jonah sits on a lawn chair, drinking a soda and watching - IN THE NEARBY VALLEY Hundreds of multi - colored, multi - shaped HOT AIR BALLOONS are aloft. JONAH Dude, check it out. Balloon Fiesta. MIKE Yep. JONAH Why do you look like a lawyer? MIKE New station. New wardrobe. JONAH You're never going to get any pussy looking like that. MIKE -LRB- annoyed. -RRB- Where do you get this stuff? JONAH From you. MIKE Look at me, Jonah. I'm 38, I'm still single, I live alone. Does it look like it's all working out? If there's one thing you do n't want to be, it's like me. As he opens the door and goes inside, Jonah calls out - JONAH I'm pretty sure you do n't want to open your new show with that.

EXT. FIELD - DAY On the field that is covered with hot air balloons and their pilots and aficionados, Abby and Joy stand with Mike's replacement - JACK MAGNUM, a fast - talking slickster who thinks he's really fucking cool. JACK MAGNUM How's my skin? Too shiny? How are my pores? JOY Tiny. JACK MAGNUM Which side is better? Left? Right? Full - frontal? Joy looks at Abby, a little worried. ABBY They're all fine. But let's go over your intro. -LRB- prompting him. -RRB- `` I'm Jack Magnum and this is.'' JACK MAGNUM The Ugly Truth! He fake - smiles and does the `` point - and - shoot'', going so far as to blow the smoke off his fingertip gun. ABBY Oh - kay. Let's maybe lose the gun. JACK MAGNUM What? The gun is my signature move. ABBY -LRB- impatient. -RRB- Unless the NRA is paying your mortgage this month, I say lose the fucking gun. JOY And we're live in - five, four, three, two -

INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS Stuart sits in the control room next to Cliff. CLIFF Think this guy's any good? STUART He better be. ON THE MONITORS - Jack Magnum does his intro, now standing in a balloon basket. JACK MAGNUM -LRB- ON T.V. -RRB- and this is The Ugly Truth! Jack starts to do `` the gun'', but then he remembers and awkwardly turns it into a peace sign. JACK MAGNUM -LRB- ON T.V. ; CONT'D. -RRB- -LRB- cont'd. -RRB- Peace! STUART Oh, Jesus. He's going political.

INT. MIKE'S APARTMENT - DAY - SAME TIME Jonah watches TV as Mike gets a beer out of the fridge. JONAH Dude, check this out. Your replacement's on. MIKE My what? Mike looks over to see - ON THE TV - Live footage from the Balloon Fiesta. Jack Magnum continues to alienate his audience. JACK MAGNUM Most of you are watching this show so you can learn how to get chicks. Let me assure you, you're in good hands. You're looking at a guy who's personally had sex with over 137 women. Most of them conscious.

EXT. FIELD - DAY - CONTINUOUS Abby looks at Joy, panicked. ABBY He's ad - libbing. Why is he ad - libbing? There's no ad - libbing.

INT. MIKE'S APARTMENT - DAY - CONTINUOUS Mike sits down on the couch to watch. MIKE Oh, this is beautiful. ON TV - Jack Magnum just makes it worse. JACK MAGNUM -LRB- ON T.V. -RRB- We're here at the Balloon Fiesta, and I'm supposed to be telling you men are full of hot air, but I think we all know, it's the ladies that are full of crap. Just because she says no, does n't mean she means no. At this Jack Magnum is tackled and pushed out of the balloon basket. After a moment - A frazzled ABBY pops up in his place. ABBY -LRB- ON T.V. -RRB- -LRB- nervous. -RRB- Hi! I'm sorry, but Jack Magnum will no longer be able to do `` The Ugly Truth'' segment. Which should really come as no surprise. Because men are completely unreliable.

INT. KPHX - DAY - CONTINUOUS Stuart and Cliff watch from the control room, in shock. CLIFF What is she doing? The PHONE RINGS. Stuart picks up, then blanches. STUART -LRB- into phone. -RRB- Hey, Harold. Yes, I know - we're fixing it.

EXT. FIELD - DAY - CONTINUOUS Abby stands in the basket, still nervous, but flying on adrenaline. Joy gives her a `` keep going'' hand gesture. ABBY Take Mike Alexander, for instance. He up and quit the show without so much as a word. You think you know what men are going to do, you think you know what they want to do. but when it comes down to the moment where they actually have to nut up, they turn around and do something completely different.

INT. MIKE'S APARTMENT - DAY - CONTINUOUS Mike stares at Abby on TV for a second, then grabs his keys. MIKE Oh, I'm all over this. He races out, as Jonah calls after him. JONAH I do n't think she's into you, guy!

EXT. FIELD - DAY - CONTINUOUS Joy and the camera guy watch as Abby gains steam, ranting to the camera. B - CAMERA, strapped to the basket, also records. ABBY The big, strong, romantic men we've been reading about in novels and watching in movies since we were nine? They're fallacies. `` Blue Lagoon'' is a total freakin' lie. Men are not strong. Men are not brave. Men are afraid.

INT. KPHX - "SACRAMENTO AM" SET - DAY From the news desk, Georgia and Larry watch the monitor, confused. LARRY -LRB- offended. -RRB- I love `` Blue Lagoon''. Georgia squeezes his hand. GEORGIA I know you do, honey.

EXT. FIELD - PARKING LOT - DAY - CONTINUOUS Mike's truck careens into the parking lot. He gets out, racing towards the field.

EXT. FIELD - DAY - CONTINUOUS Abby is now on a total tear. ABBY They're afraid to say what they feel. Afraid to grow up. Afraid to tell the truth.

INT. MIKE'S APARTMENT - DAY - CONTINUOUS Jonah watches, entranced. JONAH It's like she's in his brain!

EXT. FIELD - DAY - CONTINUOUS Mike pushes through the crowd of balloon lovers.

EXT. FIELD - DAY - CONTINUOUS Abby continues her impassioned tirade. ABBY Even if they have a moment in a hotel elevator that's totally romantic and filled with potential, men are completely incapable of copping to it. Because men are weak. MIKE -LRB- O.S. -RRB- Let me tell you something about women. She turns to see - MIKE standing there. He pushes past Joy and climbs into the balloon. Grabbing the mic from Abby's hand. ABBY Hey - MIKE -LRB- ignoring her ; to camera. -RRB- Women would have us believe that they are the victims. They are n't. They want us to think that we break their hearts for sport. That's crap. They say they want romance. They say they want true love, but all they want is a checklist. Is he perfect? Is he handsome? Is he a doctor?

INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS A confused Cliff looks at Stuart, who's still on the phone. CLIFF I thought he quit. STUART -LRB- now elated ; into phone. -RRB- See? I told you she'd get him back.

EXT. FIELD - DAY - CONTINUOUS Abby glares at Mike. ABBY That is not true. BY THE CAMERAMAN, Joy shrugs. JOY Well, kinda true. Mike continues his rant. MIKE You men that fit the criteria - do n't kid yourselves. They're not sleeping with you. They're sleeping with a carefully calculated set of venal choices. Money over substance. Looks over soul. Polish over principles. No gesture, no matter how real or romantic, will ever compensate for a really impressive list of credentials. ABBY Says the man who's never made a gesture except for this one - She makes the universally known `` jack - off'' hand gesture. MIKE So, the elevator was n't a gesture? ABBY The elevator was a moment of passion, followed by a moment of panic on your part, apparently.

INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS Stuart looks at Cliff. STUART What elevator?

EXT. FIELD - DAY - CONTINUOUS Mike glares at Abby. MIKE I came by your room! ABBY And then you ran away. MIKE Well, that was n't panic, sweetheart. It was an unwillingness to compete with the walking checklist that was in your bed. You should be thanking me. NEARBY, Joy taps her watch. JOY We have ten seconds. An OVERZEALOUS BALLOON PILOT walks up. PILOT Are we ready to soar up, up and away? IN THE BASKET, Mike looks at the camera. MIKE And that's the Ugly Truth, folks. A girl in heat for two guys will always pick the one with the better resume. BEHIND HIM, the Pilot silently boards the balloon. ABBY That is bullsh - The TORCH of the BALLOON is suddenly fired, covering her FBC violation. The cameraman follows the balloon as it slowly starts to rise. JOY And we're out. -LRB- then ; sotto. -RRB- Keep rolling on B - camera.

INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS Abby glares at Mike, not realizing they're still on the air. ABBY -LRB- freaked. -RRB- I hate you so much I just swore on live television. MIKE No, you hate yourself for being so shallow. PILOT Off we go! Abby and Mike spin around to look at him. Realizing the balloon is now soaring upwards. ABBY Where are we going?! MIKE I'm not going anywhere with you. Mike starts to climb out. ABBY What a shock. You're bailing. PILOT I would n't recommend that. Mike looks down to see - They are now FIFTEEN FEET ABOVE THE GROUND. And rising. He stops climbing, as the balloon continues to float up and away. PILOT -LRB- cont'd. -RRB- So, who wants champagne?

INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS Stuart and Cliff stare at the monitors, eating it up. STUART They do n't know the camera is on, do they? CLIFF -LRB- smiling. -RRB- Nuh - uh.

EXT. SKY - DAY - A MOMENT LATER Now holding champagne glasses, a disgusted Mike and Abby look at opposite ends of the sky, hating that they are trapped together. MIKE Hey! I know - we can pass the time with you telling me how much fun you and Colin had having sex in Los Angeles. ABBY I broke up with Colin in Los Angeles, jackass. Mike is thrown, turning to look at her. MIKE What? PILOT To our left, we have the Sandia Mountains, glistening in the afternoon twilight. Abby ignores the pilot. ABBY Oh, that got your interest? If you think we're going to finish what we started in LA, you're out of your mind. You lost your chance. PILOT And to our right, you'll see the Rio Grande River winding its way through the diochramatic landscape. Mike ignores the pilot as well. MIKE I never had a chance with you. PILOT And off in the distance, we have the Petroglyph National Monument, where - ABBY -LRB- to the Pilot. -RRB- Can you stop talking, please? -LRB- to Mike. -RRB- You're right. I had a momentary lapse in judgement where I thought you might be more than you are. But you are n't. Clearly. MIKE What does that mean? ABBY -LRB- mocking. -RRB- `` I'm Mike Alexander. I like girls in Jello. I like to fuck like a monkey. Do n't fall in love - it's ` scary.'''

EXT. FIELD - DAY - CONTINUOUS Joy talks on the phone to Stuart. JOY Do n't worry, I saw this coming, so I got us a three second delay.

INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS Mike glares at Abby. MIKE Yeah, it is `` scary.'' It's fucking terrifying. Especially because I'm in love with a psycho like you.

INT. MIKE'S APARTMENT - DAY - CONTINUOUS Jonah now sits with Elizabeth. They both stare at the TV in shock. ELIZABETH Did he just say - JONAH `` Love''?

INT. KPHX - "ALBUQUERQUE AM" SET - DAY - CONTINUOUS Georgia and Larry look at each other. GEORGIA/LARRY I knew it!

INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS Abby stares at Mike. ABBY I am not a psycho. MIKE I just told you I loved you and all you heard was `` psycho''. You are the definition of neurotic. ABBY The definition of neurotic is a person who suffers from anxiety, obsessional thoughts, compulsive acts and physical ailments without having any objective evidence of disease - MIKE Again, I just told you I'm in love with you and you're standing here giving me a vocabulary lesson. -LRB- to the Pilot. -RRB- Back me up on this, buddy. who here is afraid? PILOT I'm just going to drink my champagne. ABBY -LRB- skeptical. -RRB- You're in love with me. Really. Why? MIKE Beats the shit out of me, but I am. Abby opens her mouth, about to make a retort, then realizes what's been said to her. For the first time in her life, she stops thinking and - Grabs Mike and kisses the hell out of him. The sheer force of her kissing THROWS them into the pilot, causing - The torch to FLAME radically. The balloon WHOOSHES upwards.

INT. KPHX - CONTROL ROOM - DAY - CONTINUOUS An elated Stuart picks up the phone. STUART -LRB- into phone. -RRB- Joy, how do you feel about a promotion?

EXT. FIELD - DAY - CONTINUOUS On the phone, Joy hi - fives the cameraman, then quickly composes herself. JOY -LRB- into phone. -RRB- I feel good about it.

INT. HOT AIR BALLOON BASKET - SKY - DAY - CONTINUOUS Abby finally loosens her grip on Mike. Hair askew, he looks a little like he's been hit by a cyclone. ABBY -LRB- breathless. -RRB- If you say `` just kidding'', I'm going to throw you out of this balloon and watch your body splatter to the ground. MIKE Are you going to threaten me with death when we have sex? Because it might be distracting. The Pilot looks worried for his safety. PILOT May I suggest you wait until we land? Abby and Mike keep kissing as the balloon sails into the sunset, and we FADE TO BLACK, then CUT TO -

EXT. BOTANICAL GARDENS - DAY CLOSE ON Mike, as he addresses the camera. He holds a mic, wears a tuxedo and speaks in a hushed voice. MIKE As many of you know, sometimes a guy's got ta admit what he thought was the truth is n't necessarily the whole truth. Yes, women have a checklist, but sometimes that list includes a foul - mouthed idiot who took way too long to realize he was in love. -LRB- holds up a finger. -RRB- Let's continue this conversation in a second. WE PULL BACK to REVEAL - Mike is standing in a garden with rows and rows of WEDDING GUESTS seated behind him. An altar with flowers and a minister wait patiently. Mike gestures for the camera to follow him as he makes his way up to the altar. As he arrives he greets his groomsman, JONAH, also wearing a tux. He only has eyes for Joy, Abby's bridesmaid. JONAH -LRB- to Joy. -RRB- Has anyone ever told you you have a stupendous bosom? JOY Not lately, so feel free to say it again. A string quartet's version of `` HERE COMES THE BRIDE'' begins, as we PAN OVER to see - ABBY, in a wedding dress, about to make her way up the aisle. Looking absolutely beautiful. MIKE -LRB- wowed ; to camera. -RRB- Zoom in on this, guys. I want the whole city to see how lucky I am. The cameraman ZOOMS IN on Abby, as she catches Mike's eye and smiles. IN THE AUDIENCE, Elizabeth takes photo after photo. Her date - a dead ringer for Jim Morrison - looks at her, amused. ELIZABETH What? No one's ever going to believe this. I need proof. AT THE ALTAR, Abby finally arrives and looks at Mike. ABBY -LRB- re the cameras. -RRB- What's this? MIKE Hope you do n't mind, but we're live. ABBY -LRB- re the cameraman. -RRB- No, what's Jorge doing so close? We need a master. MIKE -LRB- surprised. -RRB- You knew about this? ABBY Hello. I'm the producer. It's sweeps week. How do you think I got them to pay for this? She gestures to - BOB and HAROLD from Corporate, who sit in the audience. Mike looks momentarily surprised, then - MIKE God, I love you. He turns to the camera. MIKE So, here it is, guys. The games, the manipulation, the ploys, the tactics. all the things we do to think we're in control. But guess what? We never are. Abby leans over his shoulder. ABBY -LRB- to the camera. -RRB- Is n't it beautiful? She smiles as we - CUT TO BLACK.

Summary: Abby Richter (Katherine Heigl) is a morning show TV producer in Sacramento, California. Abby firmly believes in true love and is a big supporter of complex self-help books such as Chicken Soup for the Soul and Men Are from Mars, Women Are from Venus. Coming home from a disastrous date, she happens to see a segment of a local television show, The Ugly Truth, featuring Mike Chadway (Gerard Butler), whose cynicism about relationships prompts Abby to call in to argue with him on-air. The next day, she discovers the TV station is threatening to cancel her show because of its poor ratings. The station owner has hired Mike to do a segment on her show. At first, the two have a rocky relationship; Abby thinks Mike is crass and disgusting while Mike finds her to be naive and a control freak. Nevertheless, when she meets the man of her dreams, a doctor named Colin (Eric Winter) living next to her, Mike convinces her that by following his advice she will improve her chances with Colin. Abby is skeptical, but they make a deal: If Mike's management of her courtship results in her landing Colin, proving his theories on relationships, she will work happily with him, but if Mike fails, he agrees to leave her show.Mike succeeds in improving the ratings, brings married co-anchors Georgia and Larry closer and successfully instructs Abby to be exactly what Colin would want through a number of pointers including: always laugh at his jokes and say he is amazing in bed. Mike is invited to appear on The Late Late Show with Craig Ferguson and is offered a job at another network. Abby is forced to cancel a romantic weekend away with Colin, during which they had planned to finally sleep together, and instead fly to Los Angeles to persuade Mike to stay with her show. They drink and dance and Mike admits he does not want to move because he wants to stay in Sacramento near his sister and nephew. In the hotel elevator, they passionately kiss, but go to their separate rooms. Mike, dealing with the intensity of his feelings for Abby, calls on her room only to find Colin has shown up to surprise her. Mike leaves. Abby is upset and soon realizes Colin only likes the woman she has been pretending to be, not the real her. She breaks up with him. Mike quits and takes a job with a rival TV station in Sacramento, and ends up doing a broadcast at the same hot air balloon festival as Abby. He cannot resist intruding when she kicks the new "Mike Chadway" imitator off the air and begins ranting about what cowardly weaklings men are. The balloon takes off while they argue. Abby says she broke up with Colin, and Mike admits he loves her. Abby kisses him while they fly off, all of which is broadcast due to a camera mounted in the balloon. The film ends with Abby and Mike in bed. When Mike asks if she was faking it, Abby responds with, "You’ll never know."