Written by Terence Winter and Howard Korder
Directed by Tim Van Patten
At an Atlantic City crematorium, Gillian, Harrow, and Leander Whitlock gather around a coffin containing the body of Roger McAllister, presented as James Darmody. The funeral director has agreed to list the cause of death as accidental drowning, at the insistence of Leander. Gillian laments her son's heroin addiction before asking Harrow to say a few words. Harrow says pointedly: "Jimmy deserved better than this."
In Cicero, Dean O'Banion and Hymie Weiss set up a homemade still in Van Alden's kitchen. Van Alden will provide him with 24 bottles of whiskey per week, as repayment for O'Banion's help disposing of Agent Coughlin's body.
A flustered Eddie Kessler shows Nucky, Eli, and Owen Jimmy's death notice in the newspaper. Later, Nucky goes to the Artemis Club to offer his condolences, but pretense is dropped when Gillian throws her drink in his face and accuses him of killing Jimmy. Nucky denies any involvement, warning her to watch her step: "You exist in this town because I allow you to."
In Chicago, Capone meets with Johnny Torrio who's returned from his vacation in Italy a changed man. Capone finds Torrio's even-temper unsettling - he barely reacts to the news that Capone killed O'Banion's man Joe Miller.
At the women's clinic, Mrs. Shearer asks Margaret about obtaining a diaphragm; she confesses that she drank raw milk to induce a miscarriage. Margaret tells her she must speak with a doctor but Mrs. Shearer begs her to ask on her behalf: "A doctor won't listen to me - doctors only listen to ladies like you." Later, Margaret asks Dr. Mason for two diaphragms - one for Mrs. Shearer and one for herself.
In New York City, Nucky and Esther Randolph meet with Gaston Means. Means has arranged for Nucky to get into the exclusive Union Club in Manhattan under a borrowed identity, in order to get him in the same room with Andrew Mellon. Means reveals that Mellon is the majority shareholder in the Old Overholt Distillery, suggesting the now-useless business is a sore point Nucky could work to his advantage.
Capone, Torrio and Guzik meet with an impatient O'Banion, who presses Torrio for a resolution regarding Miller's murder. Instead, Torrio excuses himself and tells O'Banion he should hash it out directly with Capone.
At the Farraday Electric Iron Company, the men role-play sales calls. When the boss calls Van Alden to participate, his partner teases him ruthlessly to the amusement of the entire office. When its suggested Van Alden's poor sales skills extend to the bedroom, Van Alden flies into a rage, pressing a hot iron into the man's face before destroying the office. That night Van Alden prepares to leave town but Sigrid stops him. She's already made O'Banion's whiskey as well as a Norwegian spirit - aquavit - to sell to other Norwegians. She wants to use the money they can earn to buy a house in Cicero and Van Alden won't have to worry about losing his job.
At the Union Club, Nucky introduces himself to Andrew Mellon and tells him they have a common enemy in Harry Daugherty, whom Mellon calls "a shabby little huckster." Encouraged by Mellon's candor, Nucky offers to run the Old Overholt for Mellon if he takes down Daugherty by indicting George Remus, who has a direct connection Jess Smith. Mellon considers the offer before revealing Nucky as an interloper to one of the club's attendants.
When confronted by Gillian at the Artemis Club, Lucky lets slip that he's meeting Nucky and Rothstein for dinner at Babette's that evening. She hands him a check, buying him out of his investment in the Artemis Club, and tells him, "You belittle my business. You break bread with my enemies. I want you out." Later, she reveals Nucky's dinner plans to Gyp Rosetti, should he want to "surprise" him.
Mellon calls Nucky at the Ritz to accept his offer to run his distillery in exchange for Remus's arrest. Before dinner with Rothstein and Luciano, Nucky presents Billie with an annuity so she'll always be provided for. She asks if he's saying goodbye, but he tells her he's saying "hello and good luck." On their way to Babette's, Nucky is detained by Charles Baxter on the boardwalk, and Nucky sends Billie on ahead. Moments later, Babette's explodes. Nucky, Rothstein, and Luciano are spared - but Billie isn't as lucky.