Opening Teaser: There's grunting in the background. A therapist is saying that she's in session for the next 45 minutes, and a woman is sitting across the room from her. They are talking about their desire for each other, and how they shouldn't act on it... and how they can't really help it. The woman walks over to the therapist and starts to kiss her. The therapist gets up from her chair and they start making out.
Jenny and Shane walk into The Planet holding hands. Alice, Tina and Dana are already there. Alice asks the gang what they'd do if they had a penis for 24 hours. Shane says that she would pee on every bush she could find. Tina wants to know how big her penis is, and Alice explains in detail how it'd look. Jenny thinks that she has a really small penis. Kit comes by serving coffee and tells Jenny that she needs to work on her self-esteem. But Jenny explains that she really likes men with small dicks because they work really hard to try to please you. Tina says she's beginning to think that Jenny is definitely a lesbian. Shane says that Carmen certainly thinks so, and they all proceed to tease Jenny about the fact that she has something going with Carmen. Kit thanks Alice for the gift certificates she got from her. She says that Bette is in New York but she'll be back on the weekend.
Bette gets out of a cab in New York. She's on the phone with James. She talks about the Helena Peabody meeting.
Shane and Jenny are interviewing potential roommates. The first one is a girl who wants to become a TV Star and talks way too much. Shane thanks her for coming by and shows her to the door. Afterwards, Shane and Jenny agree on some ear-tugging and nose-scratching signals for cutting the interviews short.
Tina and Joyce are inventorying Bette's place while she is out of town. Joyce pauses in front of a painting by Lisa Yuskavage. Joyce seems to think it's distasteful. She walks off, muttering about community property, but Tina stays in front of the painting a little longer and gazes at it. In the backyard, Tina and Joyce talk about the pricey palm trees and a Nepalese statue they had imported for their yard.
Jenny and Shane interview a guy named Ewan who is gay. He likes R&B and funk, especially Prince. Shane likes that, and expresses her fondness for Prince in his Revolution days, which gives them all the chance to rave about Wendy and Lisa. Ewan starts to look like the perfect housemate, and they're ready to show him the studio. That is until he mentions his nudist tendencies, and proceeds to strip so they can see what it would be like to hang around the house with him. Shane scratches her nose maniacally and averts her eyes; Jenny looks horrified and ultimately yells, "Oh my god, no, Ewan!" The next candidate is anal and wants a chore schedule and weekly bonding sessions in the kitchen. Shane scratches her nose; in response, Jenny tugs on her ear.
Kit is about to attend a T.O.E. seminar (that stands for "Theory of Everything"). It's supposed to bring about a "personal transformation".
In Joyce's guest house, Tina's working on something. Joyce comes in and asks her if she wants some sushi. Tina declines because she's afraid of mercury poisoning now that she's pregnant. She's throwing herself into her work – a grant proposal. Joyce tells Tina that she's an exceptional woman and that the way Bette treated her was bullshit. As Joyce leaves, Tina thanks Joyce for everything she's done for her.
At the T.O.E. seminar, the speaker, Benjamin Bradshaw, is asking random members of the audience which animal they most resemble. Kit is studiously taking notes in a little notebook. Benjamin picks her out of the crowd because of her "flashing eyes". Kit says she most resembles an alley cat. Benjamin answers: "Not just a cat, but an alley cat. Sybaritic, feral, self-indulgent, irresponsible".
Jenny has one of her black and white writing sequences. She's at a carnival. Jenny is one of the sitting ducks at a shooting range. Two girls are shooting at her and hit her. She starts bleeding and runs away. Back in the real world, Shane interrupts Jenny's writing by walking past her. They're both worried about finding a roommate, so they can pay the rent. Jenny asks whether Shane is okay with the Carmen/Jenny kiss. Shane offers to invite Carmen over.
Benjamin Bradshaw signs a book for "Alley Kit". He asks Kit what kind of business she runs. She tells him a little bit about The Planet. After learning that the pear polenta tart is the most popular dessert there, Benjamin tells Kit to raise the price of it by $5.00. Kit knows that this is a stupid idea, but Benjamin says she should just tell the customers that "it's worth it". He also points out that she can use the extra money to attend his advanced seminar.
At a movie set the producer, Veronica, is trying to deal with a pouty actress named Alyssa. She's also having trouble finding a hairdresser. Shane talks to Alyssa and calms her down; she calls Veronica a crazy bitch. What Shane doesn't know is that Veronica hears the whole exchange through her ear piece, and wants "that person" to visit her in her trailer later.
In New York, Bette visits Helena Peabody to tell her how wonderful the C.A.C. is and how important it is to fund the arts. But Helena's more interested in social justice programs, and is not particularly inclined to follow in her mother's footsteps. Helena's kids barge into the room in the middle of the meeting, which makes Bette sad. She says: "My partner and I are trying to start a family." Helena promises that she'll read Bette's proposal and give it a fast and fair hearing. Bette leaves.
Shane stops by Veronica's trailer. Veronica says: "Do you make a habit of referring to your employer as a crazy bitch?" She continues to say mean things and ends with: "What are you dressed like? Are you the poster child for the undernourished and gender-confused?" Shane just answers: "Yeah, if you say so." It turns out Veronica was actually impressed by Shane's behavior because she was able to calm Alyssa down in just five minutes. She says Shane knows how to talk to people, and should do it all the time, as her assistant. Shane is not sure what to say. Veronica asks if she knows how many people in town would pierce their left nipple to get the job. Shane just shakes her head.
Jenny is chatting with a sweet, quiet woman named Sally. Sally seems okay until Shane walks in. She sits down next to Jenny and as they continue the interview, Sally whips out a brochure for one of those "ex-gay" religious groups. Shane shows her the front door. As soon as Sally leaves, there's another knock at the door. This time it's a guy, Mark, with a video camera. He's a direct-to-video filmmaker. At first, Jenny and Shane don't really like him, but then he and Jenny bond over the movie Grey Gardens. Jenny and Shane decide to give Mark a chance when he says he can pay first, last, security, and six months' worth of rent, all up front in cash.
Alice is riding a ride with a guy, Chris, at the Santa Monica Pier. They are there with Dana and Tonya. Dana looks a little jealous. Tonya and Chris want to go and ride the Ferris wheel again. But Alice needs to go to the rest room – and Dana says that she needs a brake. She'll keep Alice company and she'll wait for them. When Tonya and Chris leave, Dana runs after Alice and confronts her. Alice finally says, "What do you want from me? What do you want?" Dana simply kisses Alice.
Bette is at Peggy Peabody's place. Peggy is lying next to a man, Nikolas, and they are getting massages while Bette pleads with Peggy to talk some sense into her daughter Helena. Peggy's not concerned. She flirts with Nikolas and kisses him. Bette asks Peggy again to talk to Helena about the C.A.C., but Peggy just tells her to "have faith" and then smooches with Nikolas some more. Walking around in New York, Bette tries to call Helena, but she's not available at the moment. She leaves a message and hangs up.
Mark arrives at his new place – Jenny's old studio.
Bette arrives at the Starlight club. She orders an Absolut martini, and scopes out the place. She locks eyes with a woman. After a little while, Bette walks over to her, taking off her jacket on the way. Bette says, "Do you wanna dance?" They start dancing.
Alice arrives at Jenny's place to find a party that's already kind of in full swing. Jenny answers the door and gives Alice a little hello kiss, which Alice thinks is the weirdest, most awkward thing ever. Shane is making out with someone on the couch. Carmen, meanwhile, is impressed that Jenny has the complete Brigitte Bardot collection, but is really more interested in Shane, whilst trying not to look interested at all.
Tina is in her room. There's a knock on the door. She opens it; it's Joyce. She thanks Tina for the orchid that Tina left on her doorstep. Tina thanks her again, and Joyce gives Tina a hug. She lunges at Tina and starts to kiss her. As soon as Joyce grabs one of Tina's breasts, Tina comes to her senses and pushes Joyce away. But Joyce says it's fine, because she's made love to a pregnant woman before. Joyce keeps pushing, until Tina has to stand up and say, "Jesus, no!" and stomp off.
Shane's make-out partner is talking about Alice's ex, Gabby. Alice says Gabby is a freak, and "I'm through with mindfucks." Jenny looks uncomfortable and gives Carmen a shy smile. Carmen doesn't really respond, because she's still keeping an eye on Shane. She suddenly decides that it's time to leave.
Tina leaves Joyce's guest house with a sigh.
From Jenny's old studio, Mark's friend watches Shane and her friend kiss. Shane leads everyone over to Bette's pool. She strips to her undies, dives in, and makes a point of shaking her wet head; one of the other women gets totally naked and Alice is topless.
Bette stumbles into her hotel room, clearly drunk, and the girl she was dancing with is right behind her. Bette saunters over to her. They slowly start to make out.
Mark introduces Jenny to his buddy, Gomey. As his friend walks off, he sits down with Jenny and talks about what lesbians are like. He says he would have thought Jenny was straight, because she doesn't have the lesbian hair – and then quickly backpedals and says it's not the hair exactly, but the attitude, or that special something they exude. He says that he can't quite figure out what the lesbian thing is, but he's gonna keep trying to put his finger on it. Jenny says "Good, tell me when you do." She says good night and leaves him.
Bette is sitting in her hotel room. She looks at the bed with a woman sleeping in it. She starts to fiddle with her commitment ring.
Shane asks Jenny why she's still awake. She asks Shane to cut her hair – she wants it short. Jenny sits down on another chair and Shane starts cutting her hair. As her long, black locks fall to the floor, Jenny starts to cry quietly.