Between her show changing time slots, her work schedule and Christmas shopping to be done, Cybill feels overextended. She hands off her gift buying responsibilities to Maryann and looks forward to a visit from her mother, who she thinks will help her put things in perspective. Her mother arrives (Virginia), but it's obvious from her actions that she favors Rachel over Zoey. When Cybill asks her to tone the favoritism down she is startled by her mother's response -- the way Virginia sees it Cybill favors Zoey so much that she is evening up the playing field. Later, Cybill learns that Rachel confided in her grandmother about her problems with Kevin. Cybill and Rachel discuss why Rachel doesn't confide in her. Cybill realizes Rachel spent a lot of her childhood pretending that everything was all right so Cybill wouldn't be worried while she was away on location. Cybill tells Rachel she'll be there for her now. Ira overhears Virginia chiding Zoey about losing her virginity. Later he and Zoey talk and Ira takes a step towards learning to view her as an adult.