Listen Up! Episode Rating Graph

Bernie's mechanic insists Tony borrow Dennis Rodman's Hummer when his car is in the shop. When Tony's car is ready he puts off giving Rodman his car back. Tony quickly learns it isn't a good idea to ""borrow"" an NBA player's car.

Tony follows Bernie's advice and plans a romantic evening for his wife, but Dana doesn't respond to his overtures. Meanwhile, focus groups from Tony's talk show reveal that he's a hit with gay viewers, leading Tony to believe that Dana needs to see his manly side at home. While Tony tries to prove his maleness to his wife, Bernie becomes intent on stealing Tony's gay viewers.

When Mickey swallows a bee during a golf competition and is taken to the hospital, he becomes enamored with the medical profession. Tony is ecstatic that his son is considering becoming a doctor until he learns that Mickey has another hospital job in mind.

When Tony tells his wife that his dad's birthday is coming up, she implies that he couldn't find him a good gift. Offended, Tony takes the challenge. He decides to make an appearance on his dad's favorite channel, the All Weather Network. But Tony discovers that the only way he can make a guest appearance on the network is if Mickey takes the executive producer's ugly daughter to a school dance. When Mickey takes one for the team, Tony tells Dana of his gift and they both believe that he has won. But an interesting turn of events proves otherwise.

When Megan's cell phone bill is too high, Tony encourages her to do charity work so she can learn to care for people other than herself. But when Tony discovers that the charity organizer, Buddy, is an ex-con using the donations for himself, he must figure out a way to break the news to Megan.

When Bernie and Tony secretly watch a football game on which they've placed a large bet in order to hide their gambling from Bernie's mother, she finds out and wonders what kind of influence Tony is having on her son. Meanwhile, Megan and Mickey are wrapped up in a Thanksgiving dilemma when they accidentally break the dining room table and try to cover it up.

When Mickey loses interest in school and golf, Tony searches for the source of his son's malcontent. After learning that Megan and Mickey found an illegal substance in the pocket of an old pair of his pants from the 1970s, Tony worries that Mickey might be picking up some of his former bad habits. Tony is surprised, however, when he learns that Mickey's lack of motivation stems not from the past, but from his present interest in Megan's sports prowess.

Tony encourages Megan to take an interest in Mickey's golf tournament, but is upset when she becomes enamored with Mickey's competitor. When Tony forbids Megan to see the boy, she defies his wishes and climbs out her bedroom window to meet him at a party. However, Megan learns the hard way that sometimes her dad is right.

Tony tries to overcome his life-long cowardice by standing up to a smoking bully at a restaurant. When Tony asks a large man at a neighboring table to extinguish his cigarette, the man refuses, leaving Tony forced to back down. With a little help from Bernie, Tony returns to the restaurant to confront his nemesis – with surprising results.

Tony's policy of not talking to his new neighbor backfires when he and Dana discover they have not been invited to a neighborhood party. Meanwhile, Mickey is dating a girl, Rebecca, and he realizes that they only do what she wants to do.

When Dana goes out of town to supervise a monkey transfer from the Chicago Zoo, Tony invites Bernie to recuperate from his knee surgery and enjoy a weekend of relaxation at their house. The friends enjoy a few days of watching movies and eating nachos in bed, while Bernie helps Tony with his parenting duties. However, the ""honeymoon"" quickly comes to an end when Bernie's girlfriend shows up and Megan ends up sneaking out of the house.

Dana tries to ward off her feelings of middle-age by getting a tattoo. When Tony expresses his disapproval, Dana vows to remove the tattoo if Tony can lose ten pounds. Meanwhile, Megan discovers that Mickey's new girlfriend is cheating on him with another boy, but Mickey doesn't believe her.

When Tony learns that he needs surgery, he is terrified, but not as scared as when he discovers that his new physician, Dr. Swerling, used to date his wife. With visions of Dr. Swerling killing him on the operating table and reuniting with Dana, Tony escapes his hospital bed, leaving his family to form a search party to find out where he's hiding.

After running into the man who used to relentlessly bully him as a child at summer camp, Tony decides to arrange a camp reunion where he can prove to his fellow campers once and for all that he is truly the better man. However, the tables turn on Tony when the camp bully turns out to be very different from what he seems.

When Megan's soccer coach Mitch leaves, Bernie graciously offers to step in and lead the team. Tony feels like a bad father when Bernie has better luck getting through to Megan as her soccer coach than he ever has as her dad. Little does Tony know that Bernie has a trick up his sleeve – he found just the right kind of motivation for a team of young women to get in the fighting spirit and start winning games.

Megan is thrilled to get the part of Gretel in the local community theater until the director asks Tony to play Hansel, figuring his ""celebrity"" status will boost audience attendance. When Tony starts to drive everyone crazy and tries to take over the production, Megan and the rest of the cast realize that, in order to save the show, they must band together to get rid of Tony – and fast.

The Kleinmans are thrilled when their neighbors, Andrew and Jane, agree to give Dana a large donation for the construction of a petting zoo. However, Tony ends up in hot water when he interferes and delays them from getting the check. Now, Tony must take extreme measures to get them to pay up.

When Mickey starts hanging out with Bernie's niece, Erika, Tony invites them to the studio to show them off to his colleagues and prove how liberal he is. When Bernie accuses Tony of grandstanding, Tony asks Bernie why he doesn't invite him to hang out with his friends. To prove his point, Bernie does extend the invitation with surprising results.

When Tony and Bernie go to Las Vegas to promote their show, Tony anticipates a fun ""guys' weekend"" with Bernie, until Dana suggests she and the kids come along to spend their 20th wedding anniversary together. Dana gets angry when she realizes Tony would rather be elsewhere and urges him to go with Bernie to a club, as she is too upset to spend any more time with him. Instead, she decides to attend a Penn and Teller show, at the personal request of Teller, whom she met earlier in the day. When Tony realizes he'd rather be with his family, he plans a surprise for Dana and the kids that's sure to have them ""all shook up.""