New Jersey mafioso Tony Soprano seeks psychiatric help from a doctor after experiencing anxiety attacks, giving her details about his relatives and their problems.

Tony and Uncle Junior are about to get involved in a family power struggle; Tony's mother agrees to live in a retirement community.

Tony visits Jackie in the hospital; Junior fears Tony has designs on the family; Brendan is whacked by Mikey.

Christopher discovers Brendan; Meadow tells her brother the truth about their father; Jackie dies, leaving Tony with a tough decision.

Tony and Meadow are touring Maine, where she is being interviewed at prospective colleges. Mid-way through their father-daughter excursion, family business intrudes when Tony spies an old 'friend' at a gas station. Meanwhile, back at home, Carmela is sick with flu. When Father Phil unexpectedly appears, she confides in him her worries about Tony and the children over a shared dinner and a little too much wine.

Tony suggests that Uncle Junior be made the new boss; Tony's therapy causes problems with his sex life; the family gathers to celebrate Uncle Junior's new position.