Ally and Georgia are sitting in an airplane on business. Ally observes that, with the client paying for the trip, they should be riding in first class - - when suddenly, the plane begins to shake and rattle as though it's ready to come apart. The captain's voice comes over the loudspeaker to tell the passengers that the plane is experiencing engine trouble just as the lights go out and the aircraft starts to plummet out of the sky, the frantic whine of the falling plane mixing with Ally's terrified shriek...

...as she wakes up from the nightmare, gasping for breath.

The next day, Ally is at a coffee shop with Georgia, apologizing for "killing her" in the dream when she's accidentally jostled by another patron. She looks up at him...and her face registers surprise. It's Glenn, the well-endowed male model from sculpting class. He tells her that he didn't leave town after all, that something came up and he couldn't go. He says she looks great, and she returns the compliment, imagining that she's hacking him to pieces with a samurai sword. There is an uncomfortable pause, and he suggests that they go out again, promising to give her a call. When he's gone, the two women stare after him. "Told me he was leaving the country," Ally grates. "Bastard," Georgia agrees.

Back at Ally's office, Glenn shows up to apologize for the weird moment at the coffee shop. He assures her that he did have to leave the country originally, but something kept him from going...he wasn't lying to her. She tersely accepts his apology, her inner monologue telling her to "just give him the chill." Glenn stands in the middle of a blizzard, explaining (over the howling wind) that he got the feeling she only slept with him BECAUSE he was leaving the country, that he felt like just a cheap one-night stand and that's the reason he didn't call. She is shocked, and totally denies having seen it that way. "Then let's go out again!" he says, excited. Ally agrees, feeling she has been tricked.

Vonda sings "Hooked on a Feeling" at the bar as Ally - - clearly glowing from post-coital bliss - - enters and joins Renee, Elaine and Georgia at a table. She makes a vague excuse, but Renee is too smart for her. "You've had sex!" she purrs. Ally denies it, embarrassed, but Renee presses on, gleefully pointing out each clue to the other women at the table like an anatomy professor in front of a class. They all laugh, agreeing that they see it too. Finally, Ally confesses. "I think it's some sort of quarter- life crisis or something!" she says, telling them that she rushed home to meet Glenn at her apartment in the middle of the day. Billy comes over, innocently asking where Ally's been. "Out climbing Jack's beanstalk!" Elaine crows.

In the unisex the next day, Billy asks Ally if her relationship with Glenn is serious. Flustered, she says no. He asks if she's sleeping with him, and she tells him that he isn't allowed to ask her that. "We're friends," he reminds her. "If you're involved with somebody, friends...talk about stuff like that." Nevertheless, she says that he can't ask her whether she's sleeping with someone; that's one of the boundaries they must place upon their relationship.

Ally meets Glenn in the bar that evening. He says that he still feels like he's just being used as a sex object when he's with him, and - - tentatively - - tells her he doesn't see much of a future between them. "You're a great girl," he says, "but I still feel like some kind of boy toy...I guess I have some kind of complex when it comes to successful working women." He says goodbye, telling her that she's a "great lady," and leaves her feeling disappointed and horrible.

In her apartment, Ally rants about him to Renee, saying what really bothers her about the whole thing is that - - not only did he "get" her twice - - but that Glenn's the kind of man who can't stand being the bad guy, and when she saw him in the coffee shop, he asked her out the second time because he was so desperate not to be seen as a dirtbag by her. She wants to get even, and asks Renee to help... by performing a nasty trick from their youth referred to only as "the penguin." Amused, she agrees, and the fix is in.

The next day, Renee goes to the sculpting class to see Glenn. She turns on her powers of seduction full tilt boogie, saying that she's heard he doesn't like being a one-night stand...but SHE does, and she wants him in the worst way. He's skeptical at first, and asks if Ally knows about this. Renee assures him that Ally said it was okay.

Meanwhile, at the Cage/Fish offices, Ally invites Georgia to accompany her in watching the final performance of "the penguin." After Georgia leaves, a somber Billy confronts the giggling Ally. "So," he says dryly. "Are you having a good time?" Ally is confused by his demeanor. He says that her behavior with the male model is disappointing, and that a reputation for promiscuity isn't something a female lawyer wants to walk into the courtroom with. She calls him a hypocrite, asking if he gave this little speech to John Cage when he was arrested for soliciting the services of a prostitute. He reminds her that a woman is subject to a double standard which, while definitely unfair, is still very present. Incensed, she says that who she dates doesn't concern the firm OR him, and that if he has a problem with her romantic life, he shouldn't use some lame "firm reputation" pretext to disparage her. "Bitch!" he snarls. "Lawyer!" she retorts nastily.

Renee is driving with Glenn that night on the outskirts of the city, when suddenly, she tells him to pull over onto a snowy road. He does, and she says that she's sexually experimental, asking if he's ever had a "penguin." Ally and Georgia watch from a nearby van, using rented night vision goggles and laughing. Renee tells Glenn to pull his pants and underwear down to his ankles, then starts to back away, beckoning for him to follow. Sure enough, he waddles after her through the bushes - - just like a penguin - - looking extremely silly. As they get to the middle of another road, the van with Ally and Georgia shines its headlights on him and Renee leaps in as the vehicle speeds away.

The next morning, Billy apologizes to Ally for his attitude, saying it was uncalled for. He tells her that maybe he felt a little threatened, because his esteem is based largely on the fact that she used to be with him, and the idea of her being with everybody else dilutes those feelings. She observes coldly that she hasn't been with "everybody else," she hasn't nearly had the time. Offended, he says that he came in to apologize, and that he's being attacked for no reason. Ally informs him that men seem very good at "swooping in" to apologize the day after they've inflicted pain. Hurt, he takes it back, turning to leave...to twist the knife, she says that she'll send him a list of all her upcoming dates so he can run background checks on them to save the firm any embarrassment. "Bitch!" he snarls. "Man!" she retorts nastily.

Later that day, Glenn shows up in her office. Billy starts to enter, and Ally immediately orders him to leave...then changes her mind, telling him to stay because what she has to say concerns both him and Glenn. She apologizes to both of them, to Billy for being so unnecessarily cruel to him and to Glenn for giving him "the penguin" when she knows that she really had no reason to be angry at him. She says that, in truth, she probably wouldn't have slept with him if he wasn't leaving the country, and that she really wanted to sleep with him a lot. "I'm sorry!" she says, running out of breath. "You're both really good guys, it's just that you," she says, pointing to Glenn, "stung a little because I looked at you as it could be and you," she continued, pointing at Billy, "can sting without even trying because you were meant to be. This has nothing to do with blame, I was wrong."

At the bar, Billy laughs, admitting to Ally that he thought she had gone crazy again. She tells him that she just has to let the air out sometimes, and asks him not to take it personally. Georgia comes over, and Billy asks her to dance with him, offering to round up the twins for Ally. She smiles, thanking him but saying she's fine. As they go to the dance floor, a handsome young man approaches Ally's table, asking her if she'd like to dance...but she politely declines, telling him that she'd rather just watch her friends for a while.

This week's summary does not include a 'Bits and Pieces' section.