CAPSULE: Nancy feels that the hysterectomy has adversely affected her sex drive. Shots of Nancy teaching a class at the art center are intercut with her being examined by Dr. Eilertson. She asks about diminished sex drive after a hysterectomy and he tells her it should be no problem. Later at a gallery she sees a younger male student who she'd noticed before in class (and who seemed to notice her.) At DAA, Miles chews out Angel and Hollis, upsetting them. Angel comes to Elliot's office to hide out. Elliot arrives home to find Nancy tired and testy. The always-perceptive Ethan notices the changes in his mother, too. Nancy sees the student again and has a fantasy about him. But back at home with Elliot, she tells him she has no desire to make love. At DAA, Angel begins to work on an important account with Elliot, and they both are enjoying it. Later Elliot stops by Nancy's class and she argues with him, accusing him of gawking at the nude young female model. Nancy talks with Dr. Silverma

While Ellyn and Billy are living together temporarily, an old girlfriend of Billy's arrives upon the scene, causing some problems.

Hopr volunteers at a shelter for the homeless and gets personally involved in the life of a woman and her daughter there. She accuses Michael of having lost his social conscience.

CAPSULE: Melissa must deal with her aging grandmother who wants her to take over her business. Melissa is preparing to go to her parents for a birthday dinner for herself, her mother Elaine and her beloved grandmother Rose, or Nana, who has runs a dress store for fifty-five years. Elaine thinks her mom needs to move in with her and her husband Murray, but Melissa thinks her mom treats Nana ""like Grandma Moses"", even though she has congestive heart failure! Ellyn, who is therapy now, comes to Melissa with a job offer from City Hall and Melissa takes it, even though she's quite busy. At her parents house, Melissa is taking a family portrait with a couple of other aunts included when Nana has a vivid flashback of a young girl skating. Her behavior worries the others, and they call a doctor. Soon, though, Nana is back at work, critiquing customers, when she has a pain attack. She asks Melissa not to call Elaine, but she does call her, along with a doctor. Nana also has another flashback of

CAPSULE: Everyone gathers at the Steadman house for a New Year celebration. Gary and Melissa help Hope prepare for the night's New Year's Eve party. Ellyn is worried because she didn't invite Billy; Hope urges her to call him. Guest begin to arrive: Elliot with his kids (Nancy was too tired to come), Angel and Mark from DAA (plus Mark's wife Kate), Peter Montefiore with a woman friend Patsy and her daughter Melody, and Russell Weller. As the festivities start, Hope receives a phone call from her mother, informing her that an old friend from school died. Michael seeks her out, but Hope won't talk about it. Gary is frustrated that Susannah is snowbound in New York and leaves to ""get some air."" Elliot meanwhile is enjoying himself--and drinking quite a bit. Ethan and Melody, who is a couple of years older, are stuck together watching TV. Russell and Peter run into each other and the meeting is awkward, as neither has called the other after their previous involvement. Ellyn gives in and ca

As she prepare for a gallery exhibit devoted to her work, Melissa examines her past relationships with the men in her life and wonders why they have been such failures.

On a business trip to Baltimore, Elliot confronts issues with his mother and with his religious faith. Ethan too is wondering if religious faith can help his own mother.

Susannah returns for Gary's funeral. Melissa is an emotional wreck in the aftermath. She and Susannah come to terms with each other.

Michael's fortunes seem to be rising at DAA, but Elliot is more dissatisfied than ever and is ready to quit the job, leading to conflict between the two.

Gary evaluates the fate of his academic career as he undergoes tenure review at the college. Ellyn learns her building is going co-op, leaving her to decide whether to buy her apartment.

Things get complicated between Elliot and Nancy as they moved toward finalizing their divorce. They both try to establish new relationships. Scenes of Elliot and Nancy's courtship are intercut with the present-day divorce preparations. Elliot has to get cash advances on his salary from an unhappy Michael. Nancy, using the last name Krieger, calls editor Jack Bronstein about her book. He's enthusiastic but says he can't recommend it yet--the story's a ""little weak."" Meanwhile Elliot's lawyer Adrian tries to talk business with him at a restaurant, but he's more interested in coming on to her. She declines to go out with him. Nancy is working at an office job, and a younger employee there, Terry O'Neil, seems to like her. Later when she and Jack are at her house working on the book, he kisses her. Nancy tells Melissa she's been carrying around her diaphragm! Later, Nancy has a physical encounter with Terry.

Melissa gets a job working with Carly Simon. Michael and Elliot face losing their business. Melissa is excited--Russell has shown some of her work around and he might be able to get her the job of shooting Carly Simon's next album cover! When he calls to confirm the good news, Ellyn is with her. Russell also tells her they're going to be a party for Carly and she can invite all the friends she wants. Melissa hides that last bit of information from Ellyn. Meanwhile Michael and Elliot are worried about their biggest account, Motherland Dairies, which has been sold and may drop them. The Michael & Elliot company plays Miles Drentell's DAA ad agency in basketball and loses. Mike relives the game in his imagination, making the winning layup. Later Michael and Elliot meet with the new owners of Motherland, who let them go. Mike is sure this is the end of their company, but Elliot still thinks there is hope. Russell and Melissa are at the Steadman's house.

CAPSULE: Nancy pursues her relationship with Matt, but Elliot makes a concerted effort to win her back. Elliot returns the kids to Nancy and has an awkward meeting with her new boyfriend Matt Enwright. At work Elliot and Angel are working closely pitching ideas. Mike asks if there is anything between the two but Elliot says they are just friends. Nancy excitedly gives the big news to Melissa, Ellyn and Hope: her book is going to be published! When Elliot comes by later to see Nancy, she tells him also. He's happy for her, but tells her he misses her and wishes they could get back together. Nancy doesn't know how to respond, but says she still doesn't trust him. Matt makes a date for dinner at Nancy's, but she makes it clear there will be no sex in her house. At DAA, Angel asks Michael about Elliot and Nancy's status. Michael discourages her from going out with him. Elliot tells Mike he's going to confess his affair with Cheryl Eastman to Nancy. Mike thinks it's a bad idea. At Nancy's,

CAPSULE: Hope is writing an article that could affect Susannah's Race St. Project, driving a wedge between her and Gary. Gary and Susannah are proceeding with preparations for parenthood. Melissa doesn't care for Susannah at all and thinks the relationship won't be permanent. Meanwhile, Hope gets a nibble from the Philadelphia Inquirer about doing a story on the Race St. Project. After talking to Rosie at Race St., Hope goes to City Hall to see what Ellyn, fresh from her breakup with Woodman, has to say about the organization. After a few questions about the government's relations with Race St., Ellyn gets a little circumspect, then asks Hope to turn off her tape recorder for the rest of the conversation. Hope tells Michael about irregularities with grant money received by Race St. When Michael tells Gary about this, he's sure Hope and Ellyn must be mistaken. But when he talks to Rosie, she tells him some of the allegations are just practical things that a place like Race St. has to do

CAPSULE: The decision whether or not to circumcise the newborn Leo brings up larger questions: is he Jewish and what does that mean? Hope gives birth to her and Michael's new son Leo. After bringing the baby home, Michael tells Hope they must decide about a bris. Michael's mother Barbara arrives with her ""friend,"" Ben Titleman. Hope likes him, but Michael finds the situation of another man with his mother makes him uncomfortable. Before long both Ben and Melissa are asking about a mohel to perform the bris. Michael and Hope talk with Gary and Ellyn, respectively, about problems including the circumcision, which Michael is leaning toward and Hope against. That night when Michael brings up the subject, Hope wants him to explain it, why it's necessary and why he wants it done. Melissa drops by DAA with some pictures of Leo and some old relatives of the Steadman family. There's a surprise visitor, also: Rabbi Franklin, a mohel who assumes he is doing a job for Michael. He says Ben contacte

CAPSULE: Melissa starts a fledgling relationship with Miles. Ellyn and Jeffrey look for a new apartment. Melissa gets a job photographing five notable Philadelphians for a magazine. She's a bit apprehensive, though, when she finds out that one of her subjects is Miles Drentell. As an interviewer from the magazine questions an expansive Miles, Melissa does her job. After the session, Miles and Melissa talk and there seems to be some surprising attraction. He asks to see her portfolio--over dinner. Elsewhere, Ellyn and Richard are rushing around, late for work. To Ellyn's surprise, Jeffrey agrees to her suggestion that they find a new place to live together. Ellyn tells Michael she's not going out with Miles, but she does. At the restaurant things are awkward at first, but soon Melissa relaxes. She begins to talk about Michael and herself when they were younger, then catches herself. She tells him he's not what she expected. Later at DAA, Michael thinks that Miles let him take the rap fo

Amidst the celebration over the success of Nancy's cancer surgery, a terrible and unexpected tragedy strikes another member of the group.

Michael tries to come to terms with Gary's passing. Among the living, he has problems with Susannah and with Miles and Peter at work.

Melissa goes to Hollywood to photograph a sitcom star who comes to rely on her advice.

Sensing baby Janey's decreasing dependency on her, depressed Hope decides to go back to work.

Elliot and Nancy seek professional help for their troubled marriage; Michael finds it hard to keep it a secret.

Elliot temporarily moves in with Michael and Hope after separating from Nancy.

Ellyn and Woodman's weekend is ruined when they are forced to babysit Janey.

As Christmas and Hanukkah near, Hope suffers a minor injury and an unknown illness. Michael has a crisis of faith and imagines his life as a 1960's TV sitcom. Michael and Hope are negotiating over Christmas/Hanukkah celebrations. Mike starts watching TV and sees himself in an old black & white TV sitcom, with the Westons interrupting his plans to be with Hope. The next day at work, Elliot tells Mike he seems distracted. Michael gets a phone call--Hope has been in an accident with Janey. Rushing to the hospital, he finds Janey unhurt and Hope looking tired with some contusions on her face, but otherwise apparently OK. Mike watches the TV show again, this time with Santa in it. He drives Melissa to the synagogue and she encourages him to come on Friday. Michael returns home with a tree and finds Hope getting ill in the bathroom. He tells her to go to the doctor about the dizzy spells she's been having. Another flash to the TV show: Hope is missing on a wintry night.

Ellyn tries to deal with the shock of her parents' divorce and her growing estrangement from Woodman. Ellyn is shocked to receive a call from her father asking her to lunch. With Hope and Nancy, she wonders why he's doing this for the first time in nineteen years. At work she has a disagreement with Woodman during a meeting. Ellyn meets her father, James. His conversation with her makes it obvious that he doesn't really pay attention to what she says. As they are leaving, he drops a bombshell: he and her mother Marjorie are getting divorced, and Ellyn should talk to her. At home, Woodman wonders what's upsetting Ellyn. She just wants to be alone and doesn't know how to act. Later when Ellyn meets with her mother, she wanders through her old house reminiscing about her emotionally distant father. Talking with Michael, Ellyn muses that she should have fallen for a guy like him.