Billy and Brittany are kissing in the pool house, but Brittany tells Billy that she can't be with him since he still has feelings for Mac. Although Billy reassures Brittany that he will get completely over Mac if they don't talk about her, Brittany refuses to believe him. Billy tries again to convince Brittany that he doesn't want to hurt her, but Brittany keeps wondering if he is saying that just because he thinks she will have sex with him. Malcolm thinks Olivia is being unreasonable and questions whether Neil is really on his side. Neil insists that he has been defending Malcolm to Olivia, but Malcolm can't understand why there's been no change in Olivia's attitude. Olivia tells Ashley that after the holidays she wants to cut back on Malcolm's involvement with Nate and encourage Neil's relationship with her son. Ashley thinks Olivia is putting Neil in a difficult position. Tomas proposes to Nina, who loves the ring but wants to talk about their relationship before giving him an a