Kelsey takes her dilemma concerning Dr. Warren to a retired DA. Meanwhile, Brackman assigns another associate to the Rohner vs. Gradinger case. Abby helps a dying Mrs. Stulwicz set up a trust to care for Benny and gets him a job with the firm as a messenger. Becker follows his usual pattern with Nina, then breaks up with her when she brings up talk of marriage. Victor continues his case against Hamilton Schuyler and finds himself fighting a losing battle. Markowitz and Kelsey are both angered when Brackman suggests that married partners are not welcome in the firm. Also, Jonathan Rollins is greeted warily as he officially joins the firm.

Roxanne helps out her ex-husband, Dave Meyer, with financial backing and a celebrity, Buddy Hackett, for his new "Fetal Phone," product he's mailing out for a spot on a shopping channel. Meanwhile, Mullaney begins his case in prosecuting Rosalie's attacker where she nervously takes the stand to testify against him. Gwen plays hardball with her bar exam tutor when she hires Kelsey in a sexual harassment suit.

McKenzie throws the firm into a turmoil when he announces his plans to retire as they prepare to throw him a surprise 65th birthday party. Meanwhile, Becker thinks that he's reached rock bottom of his life at the age of 42, and he reaches out to Halliday to comfort him who takes him to a church. Eli represents Isidore Schoen, an elderly clothing manufacturer, being sued by his son in a power struggle over who will guide the family business. Also, Benny and Rosalie face a crisis in their marriage when Dominic urges Benny to help him invest money in a racehorse without Rosalie's consent.