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Madison Avenue art director Will Hennessey would rather be a serious painter than an adman. But his demanding boss Zoe pooh-poohs his plans to quit and assigns him to jazz up a new toilet-paper line.

Will may not be up to the task when Zoe's corporate edict about downsizing leaves him with only one of his former team.

Zoe's secretary picks a bad day to have an accident: Zoe is in the middle of a baby sitter crisis while preparing for a pitch with George Wendt.

Zoe forces nice guy Will to be brutally honest in his employee evaluations, which nearly results in a mutiny of his staff—and the loss of three friends.

An impromptu visit from the agency founder inflames Zoe, who's reminded she was once his secretary. The visit also sends Joey into hiding—for fear of being fired for padding his expense account.

Liz declares war on Ron after he humiliates her in front of a client during a meeting; but all she really has to do is sit back and watch the enemy defeat himself.