Power goes out in the city, and the gang has to entertain themselves without electricity. Ross tries to hint to Rachel how he feels about her, and Chandler is trapped with Jill Goodacre in an ATM vestibule. Rachel meets a handsome Italian man named Paolo.
Jerry dates a gymnast and wants to have sex with her because of it. But, George, once again, strikes out in his relationship. Elaine's boss becomes obsessed with 3-D artwork and sends Elaine to represent him in a merger while he goes to find the painting. Meanwhile, Kramer has to pass a kidney stone.
Benton and Langworthy interview for the Starze Fellowship, after which Morgenstern praises Benton for saving a man with a throat wound. A drunk Chloe throws a tantrum in the hospital. Carter has a good day, winning a bottle of champagne and getting three leads on an apartment. After a spontaneous kiss with Doug, Carol has second thoughts about moving in with Tag.
Beavis and Butt-head's favorite thug, Todd, needs a safe place to hide from a rival gang. He decides to stay with the boys and tells them to 'play dumb' while he hides out in their house and watches their TV. The boys take his words about loyalty to heart.
