Melissa gets a job working with Carly Simon. Michael and Elliot face losing their business.

Melissa is excited--Russell has shown some of her work around and he might be able to get her the job of shooting Carly Simon's next album cover! When he calls to confirm the good news, Ellyn is with her. Russell also tells her they're going to be a party for Carly and she can invite all the friends she wants. Melissa hides that last bit of information from Ellyn. Meanwhile Michael and Elliot are worried about their biggest account, Motherland Dairies, which has been sold and may drop them. The Michael & Elliot company plays Miles Drentell's DAA ad agency in basketball and loses. Mike relives the game in his imagination, making the winning layup. Later Michael and Elliot meet with the new owners of Motherland, who let them go. Mike is sure this is the end of their company, but Elliot still thinks there is hope.

Russell and Melissa are at the Steadman's house.

Michael takes a creative writing class, as does Nancy. Michael incurs Nancy's wrath when he writes about something he heard about her in confidence from Elliot. Also, Michael and Elliot get new jobs working for Miles Drentell at DAA.

CAPSULE: Hope suffers a miscarriage just as Michael and Elliot begin work for Miles Drentell at DAA.

Elliot and Michael are in Miles Drentell's office interviewing for jobs at DAA. While they are there Michael gets a phone call from Hope at her obstetrician's office: the doctor has done an ultrasound and it shows a case of fetal demise. Hope acts stoic about it. Later Elliot calls with good news--they got the jobs, with offices and great pay. Mike tells him about the miscarriage.

Michael is reluctant to go in to DAA for his first day but Hope insists that he does. Mike and Elliot meet a fellow creative team, Angel Wasserman and Hollis Amato, who seem to be playing with the guys' heads a bit. In fact, they been assigned to the same account as Michael and Elliot, the Spingeri automobile. Michael returns home to Hope, who is glad to see him. The phone rings, and it's Elliot with some work, which secretly disappoints Hope.

Hope talks with Val about working for Synergy. Val encourages her t

CAPSULE: While she and Michael are having problems of their own, Hope gets involved in the love life of her teenaged babysitter.

Hope and Michael arrive home early while their teenaged babysitter Lauren is there, saying they have some important matters to discuss. What they're really there for is some baby-making, though Mike has a little trouble at first. Lauren seems to admire Hope; she's read her article on the ozone layer. At DAA, Michael and Elliot are nervous about a presentation when Gary, dressed like a playground basketball bum, shows up just in time for Miles to see him. Gary tells the guys he and Susannah won't be marrying. Michael arrives home late. After some arguing about domestic matters, Hope says she can't ""switch gears"" and have sex.

After shopping with Melissa and Ellyn, Hope comes back home to find Lauren on the front lawn with her boyfriend Bernard, music blaring, having a picnic. Hope is furious. Lauren profusely apologizes, saying she and Bernard are being kept a

Elliot and Michael have a close encounter with disaster on an airplane. Hope's employer, the magazine Synergy, is being taken over and will curtain its environmental watchdog activities. At a dinner party, Hope gets irritated with Michael and Miles' date. Nancy is ready to take Elliot back.

CAPSULE: Michael crosses swords with the creative director at DAA. Hope gets more involved with her environmental project.

At DAA, Michael and Elliot attend a ""war council"" on Minnesota Brands, a huge potential account who they've convinced to give their agency a try. DAA's creative director, Carl Draconis, doesn't even give them credit for this in a meeting about the account, however. Michael has a flashback to 1968. He tells his father he's running for vice-president at school. His father wonders why he isn't running for president instead. Back in the present, Michael comes up with a bold marketing strategy for Oh My Pies, a product of Minnesota Brands which has not been selling well. Draconis coldly shoots his idea down. But privately, Miles tells Michael to stay directly accessible to Minnesota Brands on this project. Meanwhile Hope is getting more involved in the anti-incinerator campaign, planning for a big meeting and finding office space for John Dunaway and his organization.

M

CAPSULE: Michael is given more responsibility at DAA, causing friction between him and Elliot. Hope also has to take some responsibility with the anti-incinerator campaign.

Michael and Eliot are excited: Miles loved their ideas for the Snap Happy/Oh My account and DAA will make a commercial to show to a focus group. In a very public way, Miles upbraids Carl Draconis for shooting down the guys' ideas. The next day, Michael and Elliot are stunned to find that Draconis has ""left"" the company ""to pursue other interests."" Miles tells Michael he will be the creative director on the account, and depending on his performance with it, he could be offered Carl's job as the agency's creative director. Michael inherits Carl's office and his assistant Page, who he and Elliot formerly referred to as the ""dragon lady."" Meanwhile, Hope goes with John Dunaway and Ricky Bianca to see a congressman to enlist his opposition to the incinerator, but they receive no encouragement.

Elliot asks Michael if he c

CAPSULE: Nancy, family and friends deal with the aftermath of her cancer surgery.

Nancy has come out of surgery and Elliot calls the Steadman house to tell Hope and Ethan the news--she's OK. Hope tells a stunned Melissa that Nancy had the operation. Nancy's mom Eleanor is there at the hospital, and soon her sister Deb arrives too. They're both glad to see Deb, who is a nurse, but a little of the familiar mother/daughter tension surfaces immediately. Ellyn comes by to see Nancy bearing a gift of banana bread (a running joke in this episode.) She appears to be extremely uncomfortable. Nancy comes home, to the delight of her children.

Eleanor and Deb take up temporary residence at the Weston house and Ethan and Brittany go to stay with the Steadmans for a while. Nancy misses her kids, though, and wants to get back to a semblance of normality. Elliot is very solicitous, though, and wants her to take things very easily. Gary, Melissa, Hope and Michael discuss Nancy's condition. Nancy had a

CAPSULE: While in Washington, DC about a possible job, Hope almost cheats on Michael with John Dunaway.

While Michael has gotten a big raise almost doubling his salary and lots of perks with his new job, Hope is disenheartened when the incinerator plan passes the city council after she made a presentation against it. Later she calls John Dunaway, looking for other ways to fight the incinerator and arranges a lunch meeting with him. At lunch she asks about a court challenge, but John is doubtful. At DAA Elliot tells Mike he should ask for a raise; Michael doesn't tell him he's already got it. That night in bed, Hope is kissing Michael, but momentarily imagines him as John. The next day John calls Hope with the news of a possible press relations job with an environmental organization in Washington, DC. When she senses Michael's lack of enthusiasm about the possibility they argue, she telling him that she always accommodates to his career.

When Hope tells Ellyn and Nancy about going to Wa

CAPSULE: Elliot gets a chance to direct a public service announcement, but is he capable of doing the job?

Ellyn comes to DAA with a request for them to film a public service announcement for the city's new promotional campaign. Elliot pleads with Michael to give him the job of directing it, and Mike agrees. At a meeting with City Hall officials, Elliot's presentation strikes many of them as too far-out, but Michael assures Ellyn things will be OK. Elliot impresses Mike by obtaining the services of the well-known actor Ron DeLisle, a Philadelphia native, for $7500, but one of the City Hall people complains to Miles about a lack of confidence in Elliot. Miles reminds Michael that this project is his responsibility. Ellyn confides in Mike that she thinks the upcoming shoot looks like a ""train wreck."" Michael reassures her, but alone, he repeats her assessment: it's a train wreck. Even Nancy is getting apprehensive about Elliot's ability to do the job. The night before shooting starts, Et

CAPSULE: As Elliot grows more dissatisfied with DAA, Michael finds out something that could change everything about the company.

Miles plans to take Michael to New York with him to meet with Bob Spano, head of Minnesota Brands, their largest client. In a meeting, Miles informs Elliot and Michael that a spokesman for another big account has been lost to another agency and he puts the blame squarely on Eliot. Later Michael ask Miles why he was so tough on Elliot. Miles picks up the phone and calls Elliot, giving him a perfunctory apology. In New York, Miles and Michael dine with Spano and Gus Hennesey from Minnesota Brands. The down-to-earth Spano finds Miles a little weird, but seems to like Michael. Later Gus calls Michael and sets up a private meeting. He tells Mike that Minnesota Brands is looking to expand into media.

Elliot tells Nancy that his job has become a burden and that he's thinking of quitting after her ""second look"" surgery. Miles tells Michael that he thinks Elliot is di

CAPSULE: Michael's career is on the line as the hostile takeover attempt of DAA heats up.

As Minnesota Brands plots its hostile takeover of DAA, Miles wants to take Michael with him to see Carol Arthur, the widow of former company partner Duncan Arthur who owns 27 1/2% of the stock. But Carol comes by the company, rather than have Miles set foot in her house. Michael decides to bring Mark in on the takeover secret. They realize that their failure in this matter could cost them both their careers. Hope worries that Michael may be crossing some ethical lines and turning into Miles.

Michael is in Miles' office doing a bit of snooping when Miles and his secretary come in. He makes an excuse and then listens in as Miles places a phone call to Gabe Rivera, setting up an emergency appointment. Michael sends Elliot to spy on the Drentell/Rivera meeting. While on this mission, Elliot runs into Mark, who is doing the same thing. They find out Rivera's identity--he's Miles' dentist! Meanwhile Min

CAPSULE: Nancy feels that the hysterectomy has adversely affected her sex drive.

Shots of Nancy teaching a class at the art center are intercut with her being examined by Dr. Eilertson. She asks about diminished sex drive after a hysterectomy and he tells her it should be no problem. Later at a gallery she sees a younger male student who she'd noticed before in class (and who seemed to notice her.) At DAA, Miles chews out Angel and Hollis, upsetting them. Angel comes to Elliot's office to hide out. Elliot arrives home to find Nancy tired and testy. The always-perceptive Ethan notices the changes in his mother, too.

Nancy sees the student again and has a fantasy about him. But back at home with Elliot, she tells him she has no desire to make love. At DAA, Angel begins to work on an important account with Elliot, and they both are enjoying it. Later Elliot stops by Nancy's class and she argues with him, accusing him of gawking at the nude young female model.

Nancy talks with Dr. Silverma

CAPSULE: Melissa starts a fledgling relationship with Miles. Ellyn and Jeffrey look for a new apartment.

Melissa gets a job photographing five notable Philadelphians for a magazine. She's a bit apprehensive, though, when she finds out that one of her subjects is Miles Drentell. As an interviewer from the magazine questions an expansive Miles, Melissa does her job. After the session, Miles and Melissa talk and there seems to be some surprising attraction. He asks to see her portfolio--over dinner. Elsewhere, Ellyn and Richard are rushing around, late for work. To Ellyn's surprise, Jeffrey agrees to her suggestion that they find a new place to live together.

Ellyn tells Michael she's not going out with Miles, but she does. At the restaurant things are awkward at first, but soon Melissa relaxes. She begins to talk about Michael and herself when they were younger, then catches herself. She tells him he's not what she expected. Later at DAA, Michael thinks that Miles let him take the rap fo

CAPSULE: Amidst a big company layoff, Michael is visited by a mystery man.

It's Halloween time and Ethan is fighting with his mother. He wants to be Freddy Krueger; Nancy says no. At DAA Michael comes into Miles' office and finds him lying on the floor to relieve back pain. In the office is the original 3-D nodel of DAA. Miles tells Michael he's in the office that used to belong to co-founder Duncan Arthur, who died there of a heart attack. He also tells Michael that a 10% reduction in the work force is needed and that it's his job to fire the people. Michael tells Elliot, who refuses to give him any input once he hears that Hollis and Angel are on the list. Working late that evening, Michael hears a squeaking noise. It's the janitor pushing his bucket.

Melissa is at DAA working with Elliot when Miles comes in the office. She's a bit frosty to him. Michael shows Elliot the list of layoffs. Hoillis is on it, but Angel is not. The door to Michael bathroom opens eerily, by itself. Michael

CAPSULE: Hope tries to do it all, including throwing a surprise birthday party for Michael. Her relentless perfectionism might be rubbing off on Janey.

Contractors and repairmen are tearing up the Steadmans' kitchen causing Hope to fall behind with the laundry, groceries, etc. She thinks she's short-changing Michael in the domestic department, and when she gets a request from Princeton to write something about herself for the alumni directory, she feels even more inadequate. Hope imagines herself back in college, facing criticism from a professor over what she's done with her life. (This fantasy recurs throughout the episode.) She wants to throw a surprise pary for Michael; Melissa and Nancy are dubious. Janey's pre-school teacher tells Hope that Janey got very upset when she couldn't cut perfectly on the dotted lines with scissors. At DAA, Ernest, a new aide to Miles, brings him pain medication for his back. Michael and Elliot have a very important presentation to make to new Japanese

CAPSULE: Nancy's continuing treatment for her cancer places more and more of a strain on her and her family.

Nancy gets a phone call one morning about exhibiting her paintings at a show. She later goes to her Victory Partners meeting where the group leader teaches ""guided imagery,"" a visualization technique. Nancy gets a disturbing image of dark, rolling clouds, however. At DAA Michael has been nominated for an Opus award. Ethan comes home to his parents with a bruise where someone hit him. At a chemotherapy treatment, Nancy tries visualizing again, but sees herself in a coffin.

Feeling bad after the chemo, Nancy hasn't been able to work on painting for the exhibit. She gets nauseous in front of both kids. Ethan tries to help her out and brings a glass of water. Later Nancy tries to teach Ethan some defensive tactics against bullies, but Elliot ends up showing him how to throw some punches. Concerned about Ethan, Nancy goes to see his soccer coach Ted Brown. While talking to him about

Bachelor and bachelorette parties for Billy and Ellyn provide the backdrop for a look at the various couples' relationships with each other and their fideliity.

Michael tries to come to terms with Gary's passing. Among the living, he has problems with Susannah and with Miles and Peter at work.

Michael's fortunes seem to be rising at DAA, but Elliot is more dissatisfied than ever and is ready to quit the job, leading to conflict between the two.

The stress of working at DAA becomes too much for Michael.

Michael gets a job offer in California. While out there, he runs into Elliot and they talk about forming another partnership. But Hope is adamantly against the move, so much so that her and Michael's marriage is threatened.