June is making a real effort with Chloe to become BFFs, but Chloe is very wary because girls can be catty and manipulative, so instead June befriends a group of girls at her Pilates class who are the epitome of what Chloe detests. Meanwhile, James decides it's time to beef up his public image again and signs up to mentor an at-risk kid, but when they meet, neither of them knows what to do with the other.