Ally and Victor return from their Bermuda trip. Ally feels their relationship is in crisis because they weren't able to connect without Maddie around. Victor is being sued by his former girlfriend for breach of contract. Ally discovers that Victor is a painter and never told her. She's angry, but not as angry as when she sees his painting of her with cellulite. Nelle and Wilson team up against a woman who was blackmailing their client in order not to come public with a tape of their lovemaking. Richard obsesses over Liza and has Claire do the talking for him through a hearing device, afraid she's going to turn him down - and even more afraid she'll say yes to him.
Elenco: Calista Flockhart , Greg Germann , Jane Krakowski , Courtney Thorne-Smith , Portia de Rossi , Lucy Liu , Peter MacNicol , Josh Hopkins , James Marsden , Julianne Nicholson , Robert Downey Jr. , Hayden Panettiere .