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- It's Winston's birthday and he wants a party. Schmidt is still seeing Elizabeth and wondering where it will lead. Jess's father comes to town for Cece's wedding, and Nick & Jess try to hide their relationship. Jess has a job interview.
- Brian asks Ally to move in with him, but torn between wanting marriage and wanting a more exciting man, she turns to her therapist for help. After meeting Larry Paul, a lawyer she mistakes as her old therapist's replacement, Ally concludes that he's an asshole, her and Brian's sex life is terrible, and now she can't get Larry off of her mind. Meanwhile John is defending a woman who wants an annulment because she doesn't think her husband found her attractive.
- Billy and John are in a high-profile sexual harassment case. John is humiliated and extremely agitated when his stuttering airs on television and he gets fired from the case when his tricks malfunction. While Billy might go too far with the client, Mrs. Jones, Georgia moves on, in more ways than one. Richard and Ling try to have an actual conversation about the future of their relationship.
- Richard flies to L.A. when Jane asks for his help in keeping photographs of her from being published in a magazine. But he keeps being asked if he's a real lawyer and he calls on John to help him. Meanwhile, John is trying to cheer Ally up when she's convinced that Larry is about to dump her, even though it's something completely different that he is planning.
- John decides to leave the firm as a named partner and work part-time. Fish makes Ally partner. Nelle is upset. Ally reviews the books and discovers that Richard has been paying the employees out of his own pocket. Richard agrees to Ally's terms of working no later than 5:00pm, no weekends, and missing some days entirely. Ally tells Richard they need to let some people go. The realities of motherhood collide with Ally's fantasy of what motherhood is about. The show starts with Ally squeezing orange juice and milking a cow. Ally then fights with Maddie because Maddie doesn't want to go to school. Maddie tests Ally in several other ways. Ally over-involves herself by attending Maddie's class. Victor steps in and helps clear things up. Maddie has a bad day at school and Ally gives her bad advice for getting even. Victor offers to watch Maddie after school while Ally is at work. Ally comes home to a home-cooked meal made by Victor. Corretta defends Kelly Bridgeman, a junior attorney who says she was fired because she has AIDS. She has become symptomatic and the doctors give her two years. Owen Cobb, one of the senior partners, fired her because she's dying, and because the firm lost two lawyers on the first plane that hit the Twin Towers. It's revealed that his son died from AIDS a year before. Raymond defends the employer, but loses.
- John extended an offer of employment to Liza and she is happy to join the firm with a hire of her own, Wilson. Wilson recruits Nelle to join him in playing cold and dirty lawyer tricks with a sexual harassment case. Liza and John are defending a polygamist who isn't satisfied with only one husband.
- A convicted felon tried to escape from jail, and John and Ally are defending him. However, the DA on the case is John's former love from college. Ally saw the love immediately, but John is worried that she won't return his feelings. A jilted bride is suing, but when the judge assigned to the case is Whipper, Elaine, Richard and Whipper all have to deal with their unresolved issues of loneliness.
- John and Ally are defending Renee for her life and career. Renee is upset with John over his antics in court but, when Ally's former fling, Glenn, appears as a prosecutorial witness, John kicks her off the case. Georgia might be pregnant, but she and Billy are unsure about impending parenthood. If only Ally could find a theme song to help deal with Georgia's pregnancy.
- A wayward wind blows Ally's hat, causing it to land on a post with a "For Sale" sign. The house is in probate and the bank is anxious to sell it, so Ally buys it. Ally defends a man who is addicted to his wife's happiness, so he commits larceny in order to obtain gifts for his wife. Jenny's neck is hurt, so Corretta recommends a chiropractor who has a vibrating chair that induces orgasms in women.
- Ally and Ling decide to try and be friends, but lesbian urges over-take them and they decide to have a little fun. When John learns what Nelle's fantasy is, they are both in for a world of shock. Billy has two clients both defending sexual harassment charges and he teams up with Renee in court, but Renee takes him to task for his sexist views.
- It's Ally's birthday and she's upset because she's alone. Not alone alone, but alone with somebody else. While everybody is planning their song choice for her party, Larry is in a deposition. Sting is in town and is being sued by a jilted husband for wooing his wife. Larry is going to have to pull out something extraordinary to make up for missing Ally's birthday.
- Raymond is sued for sexual harassment and he hires Jenny to defend him. The closer Raymond and Jenny get, the more they think they might like each other, and fewer reasons that Glenn and Ally have for not dating each other. Meanwhile, John is gone and Richard inhabits his hole.
- An old woman shows up at Ally's house and mistakes Victor as the former tenant and her soul mate. Ally, concerned that somebody might be able to come and take Maddie away, decides they need to get DNA tests done, but then fails to recognize the cause of Maddie's recent outbursts at school and home. After the loss of Glenn and Jenny, Ally extends a job offer to Raymond but only on the basis that he is not allowed to act like a misogynistic, chauvinistic pig.
- Jenny's mother arrives at Cage & Fish in need of a lawyer. She has been fired for dating a younger man and she's suing for sexual harassment. Ally and Glenn take the case, and once again find themselves dancing around the idea of dating each other. Meanwhile, Elton John is at the bar singing about wanting love.
- A man wants to clone his dead wife, and nobody, even John, thinks that's a good idea, but when he finds out the opposing lawyer is Larry, John takes on the challenge. John uses Ally to try and get an advantage and Ally wagers another foot massage with Larry. But Barry White is missing and with the case falling short on merit, John is desperately going to need to find him or else he just might lose. Meanwhile, Ling keeps seeing Jackson in slow motion, and fearing that she might be in love, she throws herself at Richard.
- Renee and Ally are throwing a party and inviting everybody from Cage & Fish, even Nelle. Elaine's boyfriend George was fired from his job and Ally is representing him in court. When she finds herself in jail for wearing short skirts, the entire firm comes to her defense and Ally starts recognizing who her true friends are.
- When Ling is sarcastically nice to a stranger, she gets a surprise promotion as a judge. John is still irreparably fraught over thinking that Ally loves him, but he's concerned that only crazy people are attracted to him. That worry is not alleviated when Claire Otoms arrives at Cage and Fish as the main plaintiff in Jenny's class action lawsuit. Jenny thinks Ally likes Glenn when Ally keeps finding herself looking at him while they are second and third chair in Jenny's case.
- The attorneys of Cage and Fish are auctioning themselves off for charity in a date auction. Nelle and Ling have a rivalry as they each believe that they are the hottest woman and the desire of all men's fantasies. For Nelle, her date turns into a day with a stranger where she learns to let go of her intimacy issues. Whereas for Richard, his date completely plays into his severe homophobia issues. Elaine, John and Ally all have love issues to work out with their respective partners too.
- Jenny is concerned when Ally has a dream that Jenny had a dream that had Glenn and Raymond boxing. Glenn assures her that it has nothing to do with their case, but just that Ally has repressed feelings of sexual intimacy for him. After crawling out from underneath her desk, Ally finally admits that she's interested in him, but he denies having any sort of feelings for her. Meanwhile, John is embarrassed by the new body suit that Coretta designed for him, and just has to bite the bullet and let Ally know the truth about what he feels for her. He is not prepared when Ally counters back with her own harsh truth.
- A widowed Reverend who no longer believes in God believes that Ally has been brought to him by fate and he hires her as his lawyer which brings Ally back to a former client. John is helping a man sue his town for cancelling Christmas, but the case hits a holiday nerve and John has become disappointed in mankind. Elaine is preparing a Christmas party duet with Glenn but Jenny is having nothing of it and is willing to fight over her man.
- The staff visit matchmaker Harriet Pumple, who matches Elaine with Victor Morrison. Victor talks to Ally about dumping Elaine. John Cage walks out of the initial session, and later the staff and Harriet do an intervention in his office and sing "We've Got to Get You a Woman". Ally defends a man who is dying of cancer and wants to fly off of his roof using custom-made wings.
- With Jenny's mother's wedding approaching, Richard is trying one last time to get with her, while Ally is concerned about all men's philandering ways and may have lost all hope for love. Meanwhile, Kimmie needs John's help to sue a matchmaker who has declared that there is nobody on this planet to love her. Kimmie brings out John's lip twitch and Coretta brings out his anger when she attempts to introduce surprises in the courtroom.
- Paul Potts the clapping "oddball" is the prime suspect in a murder case and when all evidence points against him, John, Richard and Ally go undercover to investigate alternative suspects. Billy is hallucinating and finally decides it's time to see a doctor. Meanwhile, Nelle is up to something and even Ling doesn't know what.
- An attractive woman has come to the office to hire Richard and John, but she's the queen bee, and all Richard wants to do is suck on her toe and John has to try and win the case while fighting the urge to lust after her. Meanwhile, the Reverend and Lisa Knowles are fighting again, this time because he's dating a new woman in the church choir and Lisa keeps singing at her. Jackson and Nelle are supposed to mediate, but they seem to be making things worse by accidentally making fat, dumb and ugly jokes about Lisa's lawyer.
- Ally's puritanical classmate, Kimmy, is back, this time claiming she was fired for being a prude and she needs Ally and John to defend her. But in court they are up against Larry. Ally and Larry are about to go on their third date, so Ally thinks she needs to be coached on how to kiss, and when the date doesn't go as planned she's ready to throw it all away. After seeing Ling use John as a kissing test dummy for Ally, Richard tries to find his own sexual persona.
- On the day of the trial, Ally starts defending a little person who was sued for defrauding his date. The bigger surprise is that Larry represents his date. Going against each other in court, neither are prepared to lose when they wager a foot massage on the case. Cassandra shows up in John's office all the way from L.A. ready to pursue him, but John is currently in a lull professionally and personally.
- With Larry gone, Richard assigns Ally to a case. A high school boy is seeking a court order to force a girl to take him to the prom. It's a long shot, but Ally wants to help the boy out, and she also thinks that Larry is the opposing lawyer. Richard has just hired Jane as his new secretary, but when she points out to him that everybody in the office is cold, he is sad and with John's help, decide that drastic measures need to be taken.
- Jackson has drafted a pre-nup for a man about to marry, and when Larry represents the man's fiancée, a war is created between Jackson and Larry at home and at the office where they are likely to tear apart the couple before they marry. Ally caught Elaine cheating on Mark and now either Elaine is going to have to learn how to tell the truth, or Ally will have to learn how to lie.
- It's Ally's thirtieth birthday, and Elaine wants to throw a party at the bar with everybody singing for her; bad singing voices and cat-fights ensue. Meanwhile John and Mark are defending a woman charged with murdering her husband with her breasts but John gets very flustered when she flaunts her murder weapons in his face. In Ally's search for curing her loneliness, plastic surgery doesn't work, and turning to the church to see if God is single doesn't work, but John's surprise birthday present to her just might do the trick.
- Ally is dating a father and son, and then gets herself sued by a puritanical classmate over fallacious snide remarks. She hires Larry as her lawyer but becomes irrational upon learning that he's married, and then becomes even more irrational when she sees him dating Nelle. Mark is having a hard time dating Cindy because of everyone's phobia over his girlfriend's genitalia.
- In her first duty as senior partner at Fish, Cage & McBeal, Ally has to fire someone. It goes even worse than she expected when Jenny takes it personally and Glenn takes the stand that if she goes, he goes. Nelle does not get fired but Ally makes her sing at the bar and her plan of deception backfires once Richard hires Claire Otoms as a secretary. At home, Ally has to deal with Maddie's first sleepover and leans on Victor for support.
- Peter and Jared are approached by a man who believes he's a super-hero intent on ridding the city of crime. He's in jail, charged with homicide, and he needs their help. They are loving the case until Peter's mother shows up, and then Janie returns as the DA, and then Janie announces they're upping the charge to first-degree murder.
- A 10 year-old girl knocks on Ally's door, and suddenly Ally is a mother. The fertility clinic is mortified, but that doesn't change the fact that there is a girl looking for her mother, her irate aunt wanting her back, and a confused Ally contemplating how to be a mother. Meanwhile, Richard is on his first murder trial. The client, who kicked his wife in the head mistaking her as a soccer ball, is pleased that Richard has graciously guaranteed acquittal, but John is suffering from stress that Richard's trying of the case is causing him.
- Nelle and John sing the blues. Nelle is lonely after having left Cage and Fish and realizes that she actually liked it there, and John is reliving past pain since it's his birthday. Ally is in hysterics when introducing Brian to her parents, and her father doesn't take kindly to the new man in her life.
- Elaine becomes a mother when she finds a real, live baby abandoned in a Christmas nativity display. She wants to keep him and with the support of the entire office, she, Ally and John fight a tough court battle. In preparation for the Christmas party, Elaine convinces Ally to sing a sexy song but Richard and Billy have their reservations.
- Billy is experiencing hallucinations, he goes to a doctor and finds out his has a brain tumor. It's benign, so they plan on removing it in a few days, after Billy wraps up his current case. During his summation, Billy collapses and is rushed to the hospital. Ally goes back to the firm, and informs everyone of Billy's death. Nell breaks up with Cage.
- It's the season of over-sexed women at Cage & Fish. Ally has just had a spontaneous sexual fling in a car wash, her client's minister won't perform her wedding because of a last-minute affair, Nelle has sexual fantasies, and Renee and Whipper are using their womanly ways in hiring for their new firm. Ally can help her client get her wedding back on, but she may be more helpful in calling it off, and off again. Elaine (and Barry White) help John find his innate sexiness within.
- Ally has donned an Internet persona to meet a man on-line and when she and Mark are in court, Ally thinks her Internet lover is the prosecuting attorney. But when the virtual sex turns into a real date, she finds herself arrested for statutory rape. Meanwhile, Nelle pleads her case to be made partner but John thinks she's a rich, elitist, ice queen snob, and Richard has done the math but the numbers don't work out.
- On her way to Cage and Fish, Ally runs into herself, better known as Jenny, a young lawyer just fired and heartbroken over her ex. So Ally hires her. Problem is Richard has also hired Glenn, Jenny's ex, better known as the cute uterus-tickler. To help her deal, Ally hires Attorney Steven Mittler as her therapist. John is irreparably fraught when he thinks Ally loves him as a lover rather than a friend.
- Heartbroken after her break-up with Brian, Ally and the girls form the Cage and Fish Women's Bar Association and put themselves out there, with every available man in the area. Richard and Ling are defending Cindy, a woman who still has one piece left over from her manhood. Mark pursues her, unaware of her little secret. John is defending a female sexual predator but has a hard time separating their professional relationship from their personal one.
- Ally tries teaching her daughter some moral lessons but they backfire when Maddie suggests that Ally and Victor should be a couple. Richard and Raymond are defending a teenage girl with a heart defect who is trying to get a healthy heart from her father, a convicted felon.
- There's a new Billy in town and he's not foolin' 'round, so Georgia meets an older man at the bar. Homewrecker Ally is back when she is sued by former client, Risa. Whipper and Renee try to defend her, but when all possible resolutions seem to lead through Joel, Ally could find herself in deep financial trouble. Richard and John are concerned that they don't know how please their women in bed.
- Nelle schemes her way into turning Elaine against Cage and Fish and starting her own firm. Nelle has hired her own lawyer in defense of stealing clients, but Richard has slept with this lawyer, John is reduced to repeatedly uttering "balls, balls, balls", and while Ally is becoming serious with Brian, it will be left to Mark, and Ally and Elaine's friendship to save the firm.
- After Billy's death, Ally is being chased by Gloria Gaynor and disco, and Richard has gone out and got a new puppy. The puppy is in the form of Mark Albert a new lawyer for the firm. Ally is upset because she thinks she and Ling can handle the murder trial on their own, but when Ling is coaching their client on how to fake cry, Mark intervenes to try and help win their case.
- Wanting a date, Ally rear-ends a guy, literally. But when that dating prospect comes to a shrieking halt, she gets sued. Richard uncovers Ling's secret that she volunteers at a nursing home. Her favorite old man Marty could be evicted and John, Richard and Ling try to defend him, but the case and its aftermath become way too personal for Ling to handle.
- Ally is convinced that John is her one true love, but John is busy making devices that make Nelle a closer match to him. After a first date who wanted in, Elaine is concerned about the image of herself that she puts out there. Meanwhile, Sandy speaks up to Billy about what she wants.
- Ally has Glenn all hot and bothered on the dance floor, but then Glenn has Jenny all hot and bothered while singing Elvis Presley on her birthday. They're on a double date that is more awkward than imagined. John is back, but he's upset that Richard has violated his hole. Richard has become a trial lawyer, or a litigator, either way he's off to court, or to meet the client. This is the type of confusion that John's disappearance has caused in the office.
- Elaine's face bra invention should make her rich and famous, instead she has to get a lawyer. Ally defends her, but she's the only one who believes her. Billy comes off as a chauvinistic pig as he defends a man in a sexual harassment case. John seeks advice from Richard and Ally to try and get Nelle back, but when she agrees to go out with him, she actually wants to leave the building.
- A homeless man expounds to Ally about her life, and Ally becomes infatuated with him, but is he homeless, or insane, or her soul mate? Ling is arrested for running her escort service as a brothel. But while defending Ling, John's past with a hooker upsets Nelle, and Billy uses Ling's services to hire six women for himself. The Billy girls now complete the new Billy look.
- Georgia blames Cage & Fish for the new Billy, and is suing the firm for the break-up of their marriage. When Richard and John are called lascivious, John gets mad and even. But when he rips into Georgia on the stand, Billy defends his wife, Ally is outraged for being Exhibit A, and Richard is sad that his firm has turned into anger and bitterness instead of fun.