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In an episode directed by Howard Deutch (Lea Thompson's husband), Annie takes a reluctant Caroline on a wild ride to Broadway where Annie intends to approach Oscar winner Julie Andrews in order to plead for an audition as her understudy in Victor/Victoria. Later, when Annie actually lands the audition, she becomes a threat to Del on the dating scene while she goes undercover as a man to research her part. Meanwhile, when Richard learns that he must have minor surgery, Caroline helps him through his panic attacks while he reluctantly enters the hospital, but it's Caroline who may need medical attention when she hears Richard utter the "L" word to her just before going into surgery.

Caroline Duffy
Annie Spadaro
Richard Karinsky
Del Cassidy
Charlie
Remo
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