Tony: Hey, Puss. Did she even really exist?
With Janice gone, Tony and the youngest Soprano sibling Barbara discuss Livia's living arrangements. Tony gets fed up and gives Livia airplane tickets from the Scatino bust-out, telling her to fly to Arizona permanently.
That night, Tony dines at an Indian restaurant with his new business partner in a calling card scam. Later he has a second dinner with Big Pussy and Furio at Vesuvio's, and Tony takes note as Big Pussy outlines the process of the scam to Furio in an almost rehearsed-sounding manner. At that moment, Tony clearly gets a passing hunch that something is off, but dismisses it. Returning home, Tony surprises Carmella with a new fur coat he acquired from Patsy Parisi (the twin brother of Philly Parisi, who was killed in "Guy Walks Into a Psychiatrist's Office"). Tony has Carmella wear the fur coat with nothing underneath, and they make love.
Tony has a disorienting nightmare in which he encounters several of his crew members and Hesh on a snowy boardwalk at Asbury Park. He mistakes Philly Parisi for Patsy and is corrected when Philly turns to reveal the bullet hole in his head. When Tony explains that he has been diagnosed with cancer, he is encouraged by Chris, Paulie, and Silvio to immolate himself with fire instead. As Tony douses himself with gasoline and lights a match he sees Gigi Cestone, who killed Philly Parisi, shining Philly's shoes. He then notices Pussy is absent. Chris questions if the doctors might be wrong about Tony's diagnosis, and Tony suddenly bursts into flame, waking up in a fit of existential despair. As Carmella tries to comfort the despondent Tony, he realizes his emotional turmoil is the result of an upset stomach. He rushes to the bathroom and begins vomiting and farting, and shouts that his illness must be the result of the chicken vindaloo he ate at the Indian restaurant.
As Tony returns to bed, he has a second, equally surreal dream on the boardwalk, this time walking in place on a sunny day. He sees Uncle Junior peering at him from a nearby building, then a disembodied voice asks Tony a series of ambiguous questions. He encounters Silvio (dressed like and quoting Michael Corleone in The Godfather Part III) and is amused by his impression. Tony deposits coins into a tower viewer and witnesses himself playing cards while arguing with Paulie at an abandoned warehouse. The second Tony ends the argument by shooting Paulie in the chest.
The next morning, Artie Bucco comes to the Soprano house with a tray of food for Meadow's upcoming graduation ceremony. A delirious and exhausted Tony accuses Artie of causing his food poisoning at Vesuvio's, while Artie insists the Indian food is to blame. They call Pussy, who ate the same dish at Vesuvio's. Pussy admits to a small amount of diarrhea but nothing as severe as Tony's condition. Tony falls back asleep and has a sexual dream about Dr. Melfi while Dr. Cusamano examines him.
Finally Tony has yet another dream, where he is back on the boardwalk from his previous dreams. This time, however, there is a fishmonger's stall on the boardwalk, and one of the fish calls out to him in Pussy's voice. As Tony converses with the fish, the fish tells him that he is an informant for the feds, and points out that Tony had figured it out earlier, but couldn't bring himself to accept it. Tony reluctantly admits as much and says it is a sad way for their friendship to end, to which the fish agrees. The fish then cracks a joke about how the other fish besides him are sleeping. This upsets Tony, who throws over the stall in a fit of rage, ending the dream. Tony wakes up, resolved to settle his suspicions in real life, despite still feeling ill from his food poisoning. He and Silvio visit Pussy's house under the pretense of taking him to check out a new boat. Tony uses his sickness as an excuse to visit Pussy's bathroom while Pussy and Silvio go downstairs. Searching Pussy's room, Tony finds a recording device in a compartment under his cigar box.
Tony, Silvio, and Pussy meet Paulie at the marina and take the boat out to sea. Descending into the cabin, Pussy puts on music but is cornered and interrogated by Tony. After Pussy confesses, he attempts to make the argument that he was acting as a double agent by feeding the government useless information. The four of them share drinks as Pussy attempts to prolong his survival. Tony, Paulie, and Silvio finally draw their guns, and Pussy requests that they leave his face alone, then panics before they shoot him multiple times in the chest. They weigh his body down with chains and sink it into the ocean.
Tony returns home, only for Carmella to get a call from Livia that she's been detained at the airport for using stolen airline tickets. FBI agents show up at Tony's door and arrest him just as Meadow gets home with friends the night before her graduation. Detained in a holding cell, Tony has a confrontation with Director Cubitoso. Neil Mink gets him out on bail the next morning.
In a session at Dr. Melfi's, Tony discusses a range of topics, from his food poisoning (which he blames on Indians), to his sex dream about her, to his mother getting him arrested due to the airline tickets. Melfi sees through Tony's varying degrees of anger and smugness and points out that he seems sad about something. Unable to admit the current cause of his sorrows, Tony leaves Melfi's office singing to himself.
At Meadow's graduation, Tony talks to Christopher about finally getting "made", and encounters Davey Scatino, who is headed for Nevada after losing his marriage and fumbling his son's college funds. At the graduation celebration, a montage is shown of various festivities interspersed with the Soprano crew's various business dealings. Finally, as Tony has a moment to himself and lights a cigar, a shot of the ocean - Pussy's final resting place - is seen.
Tropes:
- Aborted Arc: The incident with Livia and the stolen airline tickets was intended to kick off the primary plotline of Season 3, which would center around Tony getting back into his mother's good graces so she wouldn't testify against him. This plan was canceled by the death of actress Nancy Marchand after Season 2.
- Acid Reflux Nightmare: Tony eats some bad shellfish and has an extremely long dream sequence where he finally admits to himself that Big Pussy (in the form of a talking fish) has become a federal informant. When he wakes up, he acts on this information and goes to Pussy's house to corroborate. After finding Pussy's wire and tapes, he, Paulie, and Silvio shoot Pussy.
- Amazingly Embarrassing Parents: Meadow has this reaction when she comes in through the front door with several friends and to the sight of Tony being led out in cuffs by F.B.I. agents.
- Anxiety Dreams: Tony's nightmares culminate in revealing his underlying anxiety - his knowledge, deep down, that his friend Pussy is an FBI informant.
- Anyone Can Die: While the show had never been particularly stingy with killing off its characters, Pussy sets a new precedent as the most prominent and regular character to go.
- As You Know: Used to show that Tony's first dream is a fever dream. Everyone present from his crew except for Pussy take turns telling him about his terminal cancer and his plan to commit suicide by self-immolation.
- Big Brother Instinct: When Livia starts trying to manipulate Barbara into letting her live with her family, Tony refuses to let it happen, knowing how much of a problem it'd be for Barbara.
- Bigger on the Inside: The interior lower deck of the boat Tony and friends try out is much bigger than the exterior of the boat.
- Burial at Sea: Big Pussy's ultimate fate, complete with a body bag and weights.
- Character Death: Salvatore "Big Pussy" Bonpensiero.
- Continuity Nod:
- Tony dreams about Philly Parisi, who he killed back in the season opener.
- Big Pussy references the Puerto Rican acupuncturist again while on the boat.
- Conveniently Unverifiable Cover Story: Tony indicates that he sees Pussy's cover story of the Puerto Rican acupuncturist to explain his previous absence as this.
- Creepy Souvenir: Paulie takes Pussy's cross-necklace, watch, and ring. Though given that Paulie was conflicted over the perceived necessity to kill someone who had once been a close friend and betrayed the crew, it also amounts to taking something to remember Pussy by, giving it shades of Due to the Dead and Tragic Keepsake.
- Daddy's Little Villain: Meadow takes her first noticeable step towards becoming this. Although she was initially embarrassed by Tony being arrested in front of her friends, she also recognizes that Tony can never change, and not entirely with disapproval. She also states that if any of her friends judge her for who her father is, she'll cut them off.
- Don't You Dare Pity Me!: Tony hates Carmela seeing him in the throes of his food poisoning. Later, he deflects a number of Dr. Melfi's prodding concerns over parental abuse and neglect from his childhood, before leaving the session early.
- Double Agent: Big Pussy tries to squirm out of his inevitable fate by telling Tony that he was giving the F.B.I. misinformation and nothing that could actually be used against Tony. It doesn't work, especially when questioning by Tony reveals that Pussy actually did give the F.B.I. solid info on things like the Scatino bust-out and the Webistics scam.
- Dreaming the Truth: Tony has a dream where he is forced to face the fact that he has figured out that Big Pussy is a mole for the government. It is strongly indicated that he had already subconsciously made the deduction earlier over the dinner at Vesuvio's, where Pussy described the works of the calling cards scam to Furio in just a little too much detail, but he couldn't consciously accept it until his dream pointed it out to him.
- Dr. Jerk: Dr. Cusamano displays a rather callous bedside manner towards Tony when examining him and diagnosing his food poisoning.
- Erotic Dream: Tony dreams about his attraction to Dr. Melfi.
- In the first dream, things seem normal until Tony begins to see her with Annalisa's face, but still speaking with Melfi's voice.
- In the second dream, Tony only wears a white undershirt and pants while sporting an erection while Dr. Melfi is wearing an unusually low-cut skirt. Tony acknowledges this is one of those cases where he's aware he's in a dream but can't do anything about it, so he has sex with her on her desk.
- Et Tu, Brute?: The expressions on the faces of Tony, Silvio, and Paulie, with loads of Tranquil Fury mixed in, conveys that they all feel gut-punched and betrayed by Pussy, who previously had been one of their closest friends.
- Everything Is Racist:
- Carmela's explanation to Meadow for Tony having the runs is that he went to an Indian restaurant. She wasn't necessarily being racist in saying so, given the temporal proximity, but that doesn't stop Meadow from racing to that conclusion.
- On the other hand, Artie flirts with the boundaries of this trope, as he makes no bones about considering Indian food clearly inferior to his Italian cooking.
- Face Death with Dignity: Pussy tries, but as his killers hesitate he starts to panic and second-guess himself.
- Fever Dream Episode: Tony has multiple fever dreams after he gets a bad case of food poisoning. In one of them, he douses himself with gasoline and lights himself on fire.
- Foreshadowing:
- Tony is setting up his caller card scam in an Indian restaurant. The camera makes a point of lingering on a very big prepared fish that's about to be served to Tony and his partners in crime. Guess what happens shortly afterward?
- Tony has a dream whereby he shoots Paulie to death during a card game. Tony even lampshades to Dr. Melfi that Paulie has up until now been one of Tony's most loyal earners and soldiers, and can't even begin to fathom why he would whack Paulie. It turns out that Paulie himself develops a case of Loose Lips during an arc that runs through seasons 3 and 4, and Tony much later on contemplates the very thing he saw in the dream.
- Gasshole: Tony starts breaking wind repeatedly and violently due to suffering from food poisoning.
- Gilligan Cut: Artie and Carmela witness Tony run to the bathroom to vomit and fart. Artie insists he feels bad for Tony, despite Carmela's accusations that he was being Innocently Insensitive. The next scene is of Big Pussy lying in bed, about to take a phone call from Artie, and not looking any better than Tony despite not having food poisoning himself.
- Heroism Won't Pay the Bills: Big Pussy is unhappy about getting to keep so little of the cut from the caller card scam, having to fork over almost all of it as part of a sting. Skip blows him off by promising he'll be financially secure after the case against Tony is finalized, and Pussy gets his new identity under the Witness Protection Program.
- Hidden Wire: Tony finds it in Big Pussy's cigar box.
- Hope Spot: Pussy has one for a second there when he thinks the guys might buy his story about acting as a double agent.
- I Just Want to Be Badass: Chris is elated when Tony tells him he'll soon get his "button" (i.e. became a made man).
- Idiot Ball: Tony grabs it when he gets so frustrated with Livia that he hands her some of the stolen airline tickets to fly her to her sister in Arizona, which ends up getting him arrested for wire fraud. He basically lampshades this when he's talking to his lawyer about getting busted over something so small considering how careful he usually is.
- Innocently Insensitive: Artie goes into detail about how ghee (clarified Indian butter) was used to cremate the remains of Indira Gandhi, while Tony is lying sick on the bed from food poisoning. It seems to prompt another bout of vomiting and farting for Tony. Carmela even gives him a What the Hell, Hero? for it.
- Insane Troll Logic: The logic in Tony's dreams, naturally. In the first one, he has cancer so the plan is to set himself on fire as a courtesy to his friends, so they don't have to visit him at the hospital.
- Ironic Echo: Tony says word for word Livia's: "Life's a big nothing". The difference is that Livia used it to fill those around her with despair. Tony's use of it reflects his internalization of that despair.
- It Was a Gift: Tony surprises Carmela with a luxurious mink coat, sensing that their marriage is taking a downturn.
- Jerkass: Livia is up to her usual games, throwing healthy doses of Ungrateful Bastard accusations at both Barbara and Tony, while playing innocent when accused of anything herself.
- Leitmotif: "Thru and Thru" by The Rolling Stones plays over montages that open and close the episode.
- Liquid Courage: It's heavily implied that Silvio is drinking up to make the killing of Big Pussy, who previously was a close friend, easier. Pussy himself gets suspicious, but Silvio fobs it off as easing into being a Drunken Sailor.
- Montages: The episode ends with a few, cutting back and forth between the Soprano family members smiling during Meadow's graduation party, and various cuts of Tony's criminal enterprises. One in particular reveals that the stockbroker office has been closed and deserted, signifying that the Webistics pump and dump scam has been completed.
- Mood Whiplash: Tony wakes up from his first nightmare in existential despair, as terrified and depressed as we've ever seen the character - then realizes he's got food poisoning and starts vomiting and farting violently.
- Naked in Mink: Carmela wearing her new fur coat and nothing underneath.
- Nervous Wreck: Tony sweats about the airline tickets contributing to possible RICO predicates against himself, despite his lawyer's assurances.
- Not in the Face!: Big Pussy makes this request just before being shot by Tony, Silvio, and Paulie for being a stooge.
- Not Me This Time: When the truth of Pussy's betrayal comes out, Tony immediately fingers him as the anonymous witness to Matthew Bevilaqua's murder. Pussy swears, truthfully, that that nugget of information he didn't provide.
- Oh, Crap!: Big Pussy has one when he hears Tony and Silvio coming in through his front door. Entirely justified, as both men are there to find his Hidden Wire. He's unable to hide his cigar box before they come in through his bedroom door.
- O.O.C. Is Serious Business: Tony is normally careful and meticulous to make sure his scams can't be traced back to him or proven in court. His emotional outburst at Livia ends with him giving her a couple of the scammed airline tickets, which puts Livia in the position to screw him over as a direct witness. Tony even lampshades the fact to his lawyer.
- Opinion-Changing Dream: The dream of Big Pussy as a fish marks when Tony begins to confront in earnest that Pussy may be The Mole after all.
- Parental Issues: Tony is extremely reluctant, despite intense prodding from Dr. Melfi, to open up about the lasting damage he has suffered as a result of Livia's abuse, and Johnny Boy doing little if anything to protect him from it. Tony falls back on snark and sarcasm to try and hide his pain before exiting.
- Passed-Over Promotion: Big Pussy indicates that this is one motive for him becoming The Mole. But in the dreams, he mentions that Tony passed him over after he had already turned.
- Pride: Artie's professional pride is clearly wounded as he insists it couldn't possibly be his mussels that gave Tony food poisoning.
- Put on a Bus: Dave Scatino's last scene in the series, where he informs Tony that he's taken a job on a ranch in Nevada.
- Shout-Out: A sly one to the classic "sleeps with the fishes" line from The Godfather, courtesy of Tony's fever dream:"These guys on either side of me? They're asleep".
- Sick Episode: Tony spends most of the episode sick with food poisoning.
- Soundtrack Dissonance: Tony and the others confronting Pussy over being a rat occurs while Frank Sinatra's "Baubles, Bangles and Beads" is playing in the background.
- Stealth Pun: Pussy appears to Tony in a dream as a fish.
- Stock Sound Effects: Stock farting sound effects are used for Tony's diarrhea moments.
- Unsportsmanlike Gloating: Agent Cubitoso indulges in a little of this after arresting Tony, taunting him for stumbling a bit as they take his fingerprints.
- Villainous BSoD: Tony suffers a huge one that is caused by and combined with an onset of food poisoning after realizing Pussy is a rat.
- Vomit Discretion Shot: Several times on account of Tony's food poisoning. The closest we ever get to seeing any of it is the first time when we see Tony lifting the toilet seat, and even then it doesn't go any further than that.
- We Need a Distraction: Big Pussy offers coffee to Tony and Silvio when they visit him in his house. Silvio takes Pussy up on his offer in the kitchen downstairs, while Tony pretends to vomit in the upstairs bathroom. The two together allow Tony to find Pussy's Hidden Wire in the cigar box.
- Wham Episode: After experiencing a series of disturbing and disorienting fever dreams brought on by food poisoning, Tony deduces that Pussy is a rat. Tony, Paulie, and Silvio execute him and dump his body in the ocean under the pretense that he "went into the program".
- Wham Line: "You know I've been working with the government, right, Ton'?" It's not in the contents of the line - Pussy being The Mole had been heavily implied from partway through the previous season - but the context in which it's spoken, that being a frozen fish speaking in Pussy's voice during Tony's Acid Reflux Nightmare: it's Tony admitting to himself what he knew all along but refused to accept before now.
- What Happened to the Mouse?: From Angie's point of view, as she's angry that Pussy hasn't shown up for Meadow's graduation party. She doesn't realize that Pussy has been Killed Off for Real.
- Your Days Are Numbered: Tony and Silvio show up at Big Pussy's house, and set up a pretty transparent distraction to give Tony the opportunity to find the Hidden Wire. Both men insist on Pussy joining them then and there for a trip to purchase a new boat. Silvio is loading up on some Liquid Courage on the way there. The previously mentioned Cuban Harbormaster who was supposed to oversee the sale conveniently isn't there. They take him well out at sea and not a single other ship in sight. They invite him to the lower cabin... Pussy's quiet and sullen mood through the whole sequence, combined with a distressed facial expression, screams that he knows this trope has come for him.
