Teleplay by Todd Haynes & Jon Raymond; Directed by Todd Haynes

1931-1933.

In the wake of Rays death, Mildred pushes forward with preparations for her new restaurant. On opening night there is an unexpected surge of patrons and Ida, Mildreds former boss from the diner, steps in to help, whipping the staff into shape. Among the guests is Monty, who is stunned to learn of Rays passing from Veda (who is impressed that her mother knows the Pasadena playboy). As Monty and Mildred spend more time together, he urges Mildred to hire a new piano teacher for Veda. Mildred hatches a plan to save for a new grand piano for her daughter, but with the repeal of Prohibition, opts to add a bar to the restaurant, delaying her gift. When Veda doesnt get the piano she expected, she takes her anger out on her mother, revealing inappropriate conversations the young girl has had with Monty about his affair with Mildred. Furious, Mildred reveals that she has been carrying Monty who has fallen on hard times. Driving through a dangerous storm, Mildred confronts Monty at his Pasadena mansion on New Years Eve, ending their relationship after a passionate argument.