Melfi: How did that make you feel?
Tony: Wished it was me in there.
Melfi: Giving the beating or taking it?
Chris and Adriana drive up to a local business called Bahama Skies, and he tells her to wait in the car while he goes inside to handle some business.
Inside the business (which is revealed to be a brothel), he exchanges heated words with the owner, Dominic, after the latter only gives him half of his kickback money for the week. Chris tells him that the situation is unacceptable and orders him to have his money the next time he comes in, while Adriana beeps the car horn outside in exasperation.
Afterward, Chris gets to his destination — an acting class. He barges in late and awkwardly introduces himself to the crowd of bemused actors. After performing monologues, the instructor asks Chris what he wants to do. Chris admits that he's interested in writing and performing in mob movies.
That night, Tony has dinner with Silvio and Paulie at Nuovo Vesuvio and they talk about Furio's recent arrival from Italy. Tony asks Artie for a favor afterward and wonders if he could hire Furio (his "cousin") for a few months as a cheesemaker. Although Artie expresses reservations and says he barely has the money to pay his own staff, Tony says that he'll pay Furio's wages until the latter finds another job. Tony also gives Paulie a Field Promotion to capo, having learned that Pussy and himself are under increased scrutiny via a news report. Tony tells Paulie that he's going to step back for a bit, that Silvio has also been promoted to consigliere, and that Pussy will not report to Tony directly anymore.
Tony wakes up the next morning and is interrupted by some troubling news — Janice has taken out a loan and intends to purchase Livia's old home. Incensed, Tony rips the family phone out of the wall and drives over to the house, where he finds Richie inside. Tony rails at him for getting back into Janice's life and warns him to stay away from her, but the tension is diffused when Janice arrives after going to the store. Tony proceeds to yell at her while she protests that she wanted to make the home livable for their mother. After Richie offers to take care of the loan for the house, Tony washes his hands of the situation and tells them that they deserve each other.
The family holds a party that afternoon to celebrate Furio's arrival in the States. While Furio entertains guests and marvels at the amenities he didn't have back in Italy, Pussy laments how he seems to have been cut out of the loop by Tony, and the group won't even tell him who Furio actually is. Chris also arrives and expresses surprise that Furio has come to the States. After telling Tony about the situation with Dominic, Tony tells him to leave it alone and says that he'll get Furio to handle it as an initiation.
Meanwhile, Junior and Bobby attempt to get into the party, but Carmela slams the door in their faces, remembering that the former was the one behind Tony's attempted assassination a year earlier.
Dr. Melfi goes for another therapy session with Dr. Kupferberg and tells him about the dream she had the other night about Tony dying in a car crash because he didn't have his Prozac anymore. Due to the recent death of one of her patients and her own dismissal of him as a patient, she appears to regard this as the biggest failure on her part. Though Kupferberg tries to get her to rationalize the situation and get past it, she begins to consider taking Tony on as a patient again.
That night, Chris goes to another acting class. He is told by his teacher to tap more into his memories and thoughts before performing a monologue from Rebel Without a Cause. After being overcome with emotion due to his busy schedule, and after thinking about the death of his own father years earlier, Chris breaks down during the performance and cries for real while saying his lines. Although the class is genuinely impressed and applauds him, Chris becomes resentful with the situation and takes it out on his acting partner the next time he's asked to do an acting exercise, punching the man in the face and pummeling him mercilessly. He angrily goes back home and attempts to rid himself of his unfinished screenplay, taking the notes and discs for it and throwing it in a dumpster behind his apartment...
Due to everything happening in his life, Tony feels himself getting more and more stressed out. After getting some advice from Hesh (who casually reveals that his father, Johnny Boy Soprano, also suffered from panic attacks), he attempts to relax with Irina onboard the Stugots. After she is accosted by a boisterous Russian sailor who tries to sway her to leave Tony, he walks over and grabs the man by the testicles while threatening him with further harm. Both Tony and Irina are forced to make a quick escape after the sailor calls the police.
Furio begins his new job, and Artie and Charmaine look on in confusion as he tries poorly to make a ball of mozzarella, with ashes from his lit cigarette falling into the dough. Furio tells them that he's going on break, and goes into the restaurant for a meeting with Paulie, Pussy, and Johnny Sack, who congratulates the former for his promotion. Pussy finds himself being shut out when Paulie asks him to leave the table before he talks business with the others. Later on, Pussy meets with Skip and laments how there's no honor amongst Italians anymore, while the latter tells him to look out for himself first and foremost.
That night, Tony takes Furio to Bahama Skies and tells him about the situation with Dominic. He gives Furio a baseball bat and warns him about Dominic's wife, Rosie. Inside the brothel, she greets Furio, but is quickly overpowered and beat down by him. Furio stalks through the brothel, shooting several rounds into the ceiling and knocking out a client before storming into the back office, where Dominic is in the middle of counting money. Furio brutally beats up Dominic, before pinning him to his desk and shooting him in the leg. When Rosie attempts to protect her husband, Furio smacks her around a little more while yelling threats and insults at her for good measure, before she, justifiably frightened, begs him to stop while frantically promising him that they'll deliver all of the money owed the following week. Satisfied, Furio takes a large stack of cash from the desk before leaving.
Tony hears what's happening from outside and starts laughing while he smokes a cigar. He gets a call from Melfi, who offers to take him back as a patient and says that she has a spot open the following week. Tony replies that he thinks he is doing well enough and doesn't need therapy, but Melfi says she will keep the spot open, just in case he changes his mind. Furio arrives back at the vehicle and they drive away.
Melfi is surprised when Tony actually attends the therapy session, and they have a long, awkward pause. After talking about his medication, she brings up his mention of the car accident he had due to his panic attack. He tells her that he came back because he wants to stop suffering from panic attacks, and reveals what he was doing the night before at the brothel. He then tells her that since she knows what he does for a living, he doesn't have to be on guard. The session ends with both of them unsure of how to proceed...
Tropes:
- Actor Allusion: Chris mentions that one of his dreams is to act in mob movies like "Goodfellas, shit like that". He also mentions that it's pointless to go to the doctor with a broken toe. "I've been there." Michael Imperioli, who plays Chris, starred in Goodfellas in the minor role of Spider, who gets shot in the foot.
- Actually Pretty Funny: Tony cracks a wide grin when he hears Furio smashing up the brothel.
- Adding Insult to Injury: Furio spits on Rosie after punching her in the back office, and also insults her in (unsubtitled) Italian.
- Agony of the Feet: Christopher kicks a man so hard he breaks his toe.
- All Girls Want Bad Boys: Implied to be a subconscious motivation for Dr. Melfi taking Tony back as a patient.
- Armour-Piercing Question:
- Dr. Kupferberg's questions about Dr. Melfi seeking vicarious thrills through treating Tony hit a little close to home for her, prompting her to give Precision-F Strikes in return before storming out of his office.
- He asks her outright during their subsequent session if she has a thing for Tony. She denies it of course, but Kupferberg doesn't buy it.
- Dr. Melfi herself gives one when she resumes therapy with Tony. Tony indicates that he would have liked to been present at the shakedown on the tanning salon (it was Furio while Tony sat in the car). She asks him if he wanted to be the one giving the beating, or the one getting beaten. Tony can't answer because of his own unresolved mommy issues.
- Batter Up!: Furio wreaks havoc in the brothel with a baseball bat, and a pistol towards the end for good measure.
- Brick Joke: Furio's abilities as a cheesemaker are brought up in the opening and only realized near the end of the episode when Artie and Charmaine watch in confusion as he tries (poorly) to roll a ball of cheese while smoking a cigarette.
- Comically Missing the Point: When Tony attempts to tell Hesh about his history of panic attacks and a bad dream he had recently, Hesh misses the plot completely and starts rambling about how he had a probe put into his colon.
- Continuity Nod:
- The evening news report mentions Tony's attempted matricide of his mother a year earlier, as well as Junior's recent release from custody.
- Carmela slams the door shut in Junior's face when he arrives at the welcoming party for Furio bearing gifts, as she remembers that Junior was likely the one who orchestrated the attempted hit on Tony.
- Melfi references Tony's car accident (from the season premiere) when they have their therapy session at the end of the episode.
- Irina feeding the ducks at the marina is a call back to the pilot where Tony fed a family of ducks in his pool. Problem is, Tony feels that Irina is feeding them food that's bad for them (cheese doodles) instead of bread, triggering his love of animals as one of his Berserk Buttons.
- Disappeared Dad: Manifests in the in-universe Enforced Method Acting noted just below. Manifests again when Chris gives the actor who played his father during the scene from Rebel Without a Cause a No-Holds-Barred Beatdown. Adriana even lampshades it afterward.
- Dude, Where's My Respect?: Big Pussy feels slighted, to put it mildly when he realizes he's been cut out of Tony's inner circle. That Paulie got upped to capo and becomes part of the trusted inner circle is salt in the wound.
- Enforced Method Acting: In-universe. Chris is so consumed with remembering the death of his father that he has an actual breakdown while performing a monologue from Rebel Without a Cause.
- Foreshadowing:
- Chris' fascination with screenwriting (brought up at several points early in the first season) comes back into play, and he finds himself more focused than ever on his script.
- This also marks the first time that Chris' father, Dickie Moltisanti (who was murdered when he was a boy) is brought up. It will come into play again in the future.
- Big Pussy complains to Skip how the younger generation of Mafiosos have no honor nor respect for one another, and are often careless drug addicts. It comes up throughout the series in multiple ways: when Chris' attempts at being a Functional Addict only make him more and more The Load to Tony as the series goes on, when drug dealing by other characters besides Chris creates a whole slew of problems for Adriana, and when a younger generation Mafiaso getting busted may end up contributing to Tony's ultimate downfall.
- Friend to All Children: Furio shows he's great with children at Tony's party, showing a stark contrast from his job as an extremely capable Ruthless Foreign Gangster. It's also an ironic contrast from when he smacked around the kid with firecrackers during the previous episode.
- Gilligan Cut: Dr. Melfi remarks to Dr. Kupferberg that Tony is sometimes like "this little boy." In the very next scene, Tony orders Furio to shake down Dominic.
- Groin Attack: When Tony confronts the Russian sailor who propositions Irina.
- Henpecked Husband: Defied. Artie seems to have no problem with Tony and the other capos making sexual jokes at Charmaine's expense and even agrees with them that her rear end is the best part. Likewise, he appears to take Charmaine's jabs at him in due stride, as opposed to his previous appearances (in which he appeared beholden to her).
- Hiding Behind the Language Barrier: The Russian sailor tries to avoid repercussions in this way by lobbing his insults at Tony and Irina in Russian. It fails when Tony obviously realizes that it must involve speaking negatively of at least himself, and when he forces Irina to translate, leads to the ensuing Groin Attack.
- Hypocrite: Big Pussy laments the lack of honor among current American Italian Mafiosos. From the frame of reference of the mob, being The Mole for the FBI is the most dishonorable and worst kind of betrayal there is.
- Earlier, Christopher derides Dominic as a drug addict. His own drug habit has been on a steady rise all season, and things will only get worse.
- Inadequate Inheritor: An embittered Pussy feels the entire Mafia has strayed far from its ideals, but he takes particular umbrage with the next generation of aspiring mobsters, most of whom he writes off as drug addicts or psychopaths.
- Irony:
- The scene where Dr. Melfi gives Dr. Kupferberg more than one Precision F-Strike, calls him a "Smug cocksucker", and switches full-on into Sarcasm Mode before storming out is almost a perfect mirror reverse of the Season 1 scene where Tony calls her a hack, a call girl, gives her the Cluster F-Bomb and storms out of her office.
- Furio smacked a kid during the previous episode. He's a Friend To All The Children at Tony's party almost the instant he's stepped off the plane.
- It Runs in the Family: Hesh says that Tony suffers panic attacks, just like his father Johnny Boy Soprano did before him.
- It's All About Me: Tony and Hesh have a tendency to focus on their own concerns and memories instead of actually listening to each other during their conversations.
- Jerkass: Pretty much everyone has their turns with it in this episode. Standout moments include Dr. Melfi towards Dr. Kupferberg, and Chris towards Adriana, and Tony to almost everyone he comes across.
- Knee-capping: Furio gives one to Dominic with his gun.
- No-Respect Guy: Pussy, who finds himself getting pushed out of important meetings by Tony and Paulie.
- Not So Stoic: The loss of Tony as her client causes Melfi to cry, swear at Dr. Kupferberg and storm out of her own therapy session with him.
- The Oner: Furio smashing his way into the back office of the brothel.
- Phrase Catcher: Tony is told again that he has a lot on his mind. By Hesh this time.
- Precision F-Strike: Dr. Melfi gives Dr. Kupferberg a couple of them before storming out of his office. The use of F-bombs is a frequent thing among the mobsters in the show. It's rather more like a bolt of lightning from a clear blue sky when it's between one professional psychiatrist to another during a therapy session.
- Properly Paranoid: Tony excludes Big Pussy from his inner circle because he just can't shake the lingering suspicion that Pussy has become The Mole for the FBI. That suspicious is of course entirely correct.
- Real Men Wear Pink: Tony sells Artie on Furio's abilities by claiming that he's a "master cheesemaker", and that all he does is "make Buffalo mozzarella 24 hours a day". Furio also shows up in Jersey sporting a Euro-centric floral shirt.
- Ruthless Foreign Gangsters: Furio is shown to be very ruthless during his first job for Tony. He effortlessly dismantles the brothel while searching for Dominic, takes down Rosie before she can hit the panic button under the desk, and quickly causes Dominic to melt into a blubbering mess while demanding the money.
- Titled After the Song: The episode's title is taken from the name of a song by Frankie Valli and the Four Seasons, which can be heard in the background during the restaurant scene in the episode. Frankie Valli would later have a role in the series as Rusty Millio.
- Trash the Set: Once Tony learns that Janice is trying to get a loan to buy Livia's old house, he rips the family phone out of the wall in a rage and tosses it across the kitchen.
- Unusually Uninteresting Sight: Neither Tony nor Carmela seem all that bothered by a news report that namechecks him as the de facto head of the Soprano family. In fact, Tony seems to be more bothered that the news mentions him constantly than anything else.
- Weight Woe: Implied to be a factor in Dr. Melfi going ballistic on Dr. Kupferberg.
- Would Hit a Girl: Furio, who beats Rosie during his first job.
