As Bill's 40th birthday approaches, plans formulate over how to celebrate it, including Lauren and Tina baking him a cake. Brian, meanwhile, is clearly going through some personal issues. His sudden reek of cologne forces Bill to have a private talk with him (as much as his nose can bear). Boys develop at different rates, and Brian has been trying to atone for skipping showers after gym class due to embarrassing male endowment issues that leave him noticeably different from his male peers. Bill advises taking later showers to avoid being noticed, which Brian happily accepts but which then makes him consistently late for subsequent classes. Hearing about Brian's resent tardiness, Judy steps in, insisting Bill share with her what his recent talk with Brian was about. From there on out everyone learns of Brian's secret, producing trust issues with Brian over Bill's disclosure of their private man to man talk. To make up for it, Bill shares with Brian his own most embarrassing secret ...