Fran decides to take her father to a basketball game, but he refuses to go knowing the tickets came from Mr. Sheffield. Confused, Fran goes to Dr. Miller for advice, and he tells her she's always looking for men like her father – that will keep a distance between them. Fran decides then to make Mr. Sheffield change, and when that doesn't work, she decides quit her job and change herself. Not wanting to let her go, Mr. Sheffield – Maxwell – calls her Fran. Although they agree on not doing it in front of others yet, Max and Fran take their first step on the road of commitment.

Maxwell's father unexpectedly passes away, and in his will he leaves everything to Concepcion, a secret daughter he had with a flamenco dancer. C.C. is back from the sanatorium and doesn't miss the opportunity of terrifying Fran and trying to split Fran and Maxwell up. Afraid that the Sheffields are going bankrupt, Fran visits Concepcion trying to persuade her to share the money with her siblings, but can't. Knowing what if feels like being poor, Fran tells Maxwell that she'll understand if he decides to marry a rich woman in order to keep his lifestyle. C.C. offers herself to marry Maxwell, but his love for Fran is beyond money. Then Sheffield's lawyer arrives with the news: Concepcion decided to share her money, all because Fran made her feel like family. Niles plays tricks on Ms. Babcock, making her doubt her own sanity.

Fran learns that Micheal's cousin is James Brolin and that Barbra Streisand is coming to Maggie and Micheal's wedding. Fran is so excited that she goes into premature labor almost missing Barbra.