Joan grows increasingly bored with her job. William notes that she doesn't hold the passion for the law that is required to truly succeed in their profession. She feels rejuvenated as she helps re-decorate Lynn's apartment. As Lynn returns some items she ""borrowed"" from her friends, Joan is furious to discover that Lynn forgot to send in Joan's application to the Fashion Institute many years ago. Joan had believed that she had been rejected, and had decided to go to law school because she didn't think she could make it as a designer. She lashes out at Lynn and blames her for changing the course of her life. Joan confides in Sharon about her dissatisfaction at work, and Sharon quickly takes her gripes to Swedelson. Joan assumes that she is about to be fired and tries desperately to get her job back. Much to her surprise, she receives a promotion. However, she realizes that her new success hasn't changed her feelings about her job, and decides to quit. Meanwhile, Maya receives

Joan decides to open her own restaurant. William is offended when Joan fails to share the news with him, as he instead hears it from two junior partners at the firm. Joan responds by taking William to task for reuniting with Monica so soon after declaring his love for Joan. They get into a heated argument and decide to end their friendship. Joan finds the perfect space for her restaurant, but doesn't have the money to lease it immediately. Toni suggests that she get an investor, then tries to arrange a truce (for business purposes only) between Joan and the one person she knows who can supply enough capital for the restaurant: William. Meanwhile, Joan and Maya grow concerned by Lynn's behavior after she begins performing on the streets while painted up as a robot.