Jeanie starts aggressive treatment for HIV, which requires her to take 14 pills a day. To avoid revealing her sickness to her employer, County General Hospital, Jeanie doesn't submit her bills to her insurance company; she pays them herself. She must also pay the bills of her estranged HIV-afflicted husband, Al (recurring guest star MICHAEL BEACH - "Waiting to Exhale"), who is uninsured. When Jeanie assists on a bloody trauma operation, Benton abruptly relieves her. Later, he tells her that he would quit if he were HIV positive.

Everyone is reassured to learn that another hospital, Southside, is closing down instead of theirs. Unfortunately, Southside's staff will be merged with County General's under new Chief of Staff Donald Anspaugh (recurring guest star JOHN AYLWARD). Almost everyone hates the former Southside chief, except Weaver. While discussing the recent changes with Weaver, Chief of Surgery Dr. David Morgenstern (recurring guest star WILLIAM H. MACY - "Fargo") ends up inviting her to dinner.

Meanwhile, Greene and Lewis ignore their mutual attraction. However, when they introduce their respective dates, the dates pair off.

When Hathaway's car is repossessed, she realizes that she must sell her house. Unfortunately, her meddling mother, Halyna (recurring guest star ROSE GREGORIO - "True Confessions"), interferes with the real estate agent.

Carter's elderly neighbor Betty (recurring guest star EILEEN BRENNAN - "Private Benjamin"), who smokes cigarettes, comes to the emergency room unable to breathe. When he hooks her up to an oxygen tank, Carter warns her never to smoke near it or it will explode. She seems to understand. After Benton chastises Carter for being late, Carter gets revenge by giving a local, rather than a general, anesthetic to Benton's talkative hernia patient. Still awake, the patient chatters incessantly while Benton tries to operate on him.

Other emergency room patients include a heavy woman on illegal drugs who becomes violent and two 15-year-olds who lost a condom while having sex.