Directed by: David Chase
Written by: David Chase
"It's like America...I mean this is still where people come to make it. It's a beautiful idea..."
Tony wakes up in the safe house: another day of hiding. That night, he and Paulie sit in the car at the end of a Teterboro airport runway, watching planes take off as they wait. Finally, Agent Harris shows up. Tony runs through the snow flurries to join him in his car. He tells Harris he remembered the name of the bank that the Arabs used. "You just remembered?" Harris asks. Tony counters with a question: if Harris's Brooklyn contact might be able to tell them where Phil is. "You're over-reaching," Harris ends the conversation.
Tony heads over to visit Carmela and the kids at their hideaway - the estate house Carmela bought for her next remodel. Meadow is on her way out and AJ is saying goodbye to Rhiannon. Tony tells AJ that Uncle Bobby's funeral is set and he's expected to attend. When AJ questions how that's possible, given they're all at "Defcon 4," Carmela explains: "There is always a large FBI presence." Indeed, at the burial, the feds are watching the camera feeds from a nearby van.
At the reception after the funeral, AJ blows up at the shallowness of the conversation at his table, complaining about the dire state of the world. Jason jokes they should join up "go kill some f**kin' terrorists," and AJ retorts that would be better than watching the "jack-off fantasies on TV of how we're kicking their ass."
Tony and Benny play cards at the safe house. Anthony Maffei enters with Patsy to deliver an envelope that's "light." When Carlo tells Tony they're going to visit Silvio at the hospital, Tony says he's got things to do: "My daughter," he says cryptically. "Yesterday it was his gout," notes Benny.
In Little Italy, Butch and Ray Ray take a call from Phil who's angry at the failure to locate Tony Soprano. Butch broaches the idea of reaching out, but Phil shuts him down: there's no going back.
Tony visits Janice at her house. He's the only one who understands her dark sense of humor she insists as they discuss her plans. She wants to make a go of it with Bobby's kids. As Tony's leaving, he gets a call from Agent Harris: "Multiple calls traced back to a pay phone in Oyster Bay, Long Island." Tony thanks him for the tip.
Parked in his SUV, AJ and Rhiannon listen to music - and make the move to consummate their friendship. As they are going at it, the car starts smoking - literally - and the two barely escape before it goes up in flames, exploding as they scramble away.
Tony and Carmela read AJ the riot act for parking his SUV in leaves. "The catalytic converter and the dry vegetation!" shouts Tony. "If there was children playing in those leaves you'd have run them over?" Carmela adds. AJ pleads his defense: depression. Still, he manages to see the bright side when told he's not getting a replacement car. "We have to break our dependence on foreign oil."
The Feds, listening in on a wiretap, pick up Tony's call to George, asking him to arrange a sit-down. In an empty warehouse, George brings Tony and Paulie together with Butch and Albie and Little Carmine. Tony asks for a location on Phil; they refuse but tell him to do what he has to do. Promising Tony they'll come to back to him with "a number" to cover Janice's loss, Butchie and Tony shake hands.
The Soprano family returns home and Paulie, Tony and the crew regroup in the back room of the pork store. Paulie is unnerved to see the cat from the safe house has made the trip. He wants to get rid of it, but Tony insists the cat stay. In the meantime, the guys cruise Oyster Bay, searching for Phil.
Janice visits Uncle Junior while Uncle Pat is visiting to report the news of Bobby's death, but Junior doesn't seem to know who she is. Later, Pat reports to Tony that Janice was fishing for Junior's money. But Tony insists Junior can "f**kin' rot."
AJ sits across from with his new female therapist (with legs to rival Melfi's) from the psychiatric hospital. He tells her he's felt "cleansed" since his car blew up.
Concerned, Paulie calls Tony from the Bing early in the morning when Carlo is a no-show for a meeting. He suggests maybe Butch has taken out another ranking guy, but Tony has another theory: Carlo's flipped. When Paulie recalls that Carlo's son Jason was picked up yesterday for selling X, the theory looks even more plausible.
Carmela is pleasantly surprised to see Meadow's friend Hunter - who she hasn't seen since she was kicked out of college. Now, however, Hunter reports, she's in her second year of medical school. Carmela abruptly informs Meadow that Patrick and his parents will be there soon to discuss wedding plans. Over cocktails, Patrick brags that his firm is interested in hiring Meadow out of law school. Tony and Carmela are pleased to hear about the high starting salary, but Carmela is less pleased with the kinds of cases he works on: "bid riggin. It's got bag men, whores...it's fascinating."
When Paulie catches the cat staring at a photo of Christopher, he gets more spooked, but Tony interrupts him with an offer: to take over skippering the Cifaretto crew now that Carlo's MIA. Paulie says he's honored but has to think about it. Tony, "miffled," gives him time to consider.
Driving, Tony spots AJ jogging and picks him up. AJ announces he's decided to join the army. Tony insists he not do anything just yet. He promptly reports the news to Carmela and the two pay a visit to AJ's new therapist. The doctor reports that AJ says he wants to "get past the hate...focus it on the terrorists." Tony quickly starts talking about his own upbringing and his difficult mother, as Carmela rolls her eyes.
Tony takes Meadow out "sake bombing" for a heart to heart about her career. She insists she wants to protect immigrant rights, having been moved by how Italian-Americans were mistreated. "If I hadn't see you dragged away all those time by the FBI then I'd probably be a boring suburban doctor," she says. Tony has no response.
Getting out of Patty's car at the gas station to make a call, Phil waves goodbye to his twin grandchildren. Before he can finish making plans, he is shot in the head. Patty screams and jumps out of the car. Still in drive, the car rolls as she tries to get to the twins but the car runs over Phil's head. When Agent Harris gets the news that Phil was "popped," he bursts out: "Damn, we're gonna win this thing!"
Carmela and Tony sit AJ down for a talk. They don't want him to join the army but have a counter-offer: he can be a development executive on a screenplay Tony got from Danny Baldwin that Little Carmine wants to produce. And after getting some real-world experience, Tony will consider financing his night club. AJ agrees, and also gives in to a new BMW so he can drive to his new job.
Over burgers, Tony's lawyer, Mink, breaks the news that someone's giving grand jury testimony. "So Carlo has flipped," Tony says. Mink puts his chances of being indicted at 80-90% but assures him "trials are there to be won."
Tony visits Silvio in the hospital, sitting with his comatose consigliere into the night.
At Satriale's Paulie declines Tony's offer to take over from Carlo, saying everyone who's had that gig has died prematurely. Tony ridicules his superstition - and finally sways him when he says he'll have to give the job to Patsy. "Prick. You always know what to say to me don't you?" says Paulie as he accepts the job.
Tony goes to visit Junior, watching him from afar before going over to talk to him. He tells Junior that if he remembers where his money is, he should tell Pat so Tony can hold it in trust for Bobby's kids; it's not fair that Janice should get it. But Junior doesn't know him. Tony tries to jog his memory: "This thing of ours..." he says, reminding him that he and Tony's father ran North Jersey. "We did?" he perks up. "That's nice." But then Junior stares into space again and Tony retreats.
Tony is the first to arrive at Holsten's for a family dinner. He sits in a booth and plays a song on the jukebox, watching the door. Carmela enters and joins him, asking about his meeting with Mink. He tells her Carlo's gonna testify and she takes the news with a sigh. AJ arrives next, complaining about the more mundane tasks of his job but quotes old advice from his father: "Try to remember the times that were good." Meanwhile, Meadow struggles to parallel park outside. Customers come and go - a shady looking guy who's been sitting at the counter enters the restroom. Finally parking the car, Meadow runs inside to join her family, just in time for dinner.