Ally McBeal (1997–2002): Season 2, Episode 15 - Sideshow - full transcript

- Breathe deep.
- Don't tell me that.

I'm not in labor.
You realize what I did?

Kissing. You didn't have sex.
You didn't lie under oath.

- There's no bigger betrayal.
- And how do you figure that?

Sex is physical.
Sometimes it's even primal.

A raging penis and a burning....

Never mind. But a kiss!

A kiss.

We didn't get naked because
there's more intimacy...

...more emotion,
more connection in a kiss.

And we wanted to stay
right there in that...



...place.

It was so....

So....

- So....
- So, what?

Who?

Greg.

I spent an hour in the restaurant.
What's the deal?

Well, l....

I just had to come back here and lie.
Lie down.

The time, I'm sorry. Cramps.

I get two nights off.
I don't like being stood up.

- There's a reason--
- No, there's not.

Don't you give him the reason.
Women are against reason.

- Excuse me?
- That makes us mysterious.



It works.
It made you come to her door...

...right where she wants you.
Now, go sit down.

- You're pulling my ear.
- You're not telling him.

- He knows about Billy and me.
- You'll be history if he finds out.

- I should say--
- Nothing!

- How's that to start a relationship?
- They all start with dishonesty.

- It's marriage preparation.
- That's absurd!

If you still hope to be with him,
you can't tell him you kissed--

Billy!

- What are you doing here?
- He came to see me.

What?

We're planning Ally's
surprise birthday party.

Gee, I hope you pull it off.

Surprise.

Whoop-de-doo!

Sideshow

- You told Renee?
- She won't tell.

- This was big. Who should I talk to?
- Me?

You? You're what I'm talking about!

Leave me alone with
Greggie and I might start singing.

Besides, it's my
New Year's resolution...

...not to mess with
somebody else's other.

We've settled on my surprise party.
You can go.

- What's going on?
- Cramps. Everyone should go.

Can we hook up tomorrow?
Great. Bye.

Billy, I'll kiss you later.
See you later.

The Midol. It goes right to my head.

I have Tracy on speed dial.
Can you call her?

- At night?
- She said if there was an emergency....

- You kissed him? Fabulous!
- What? Are you listening?

I fall for a new guy,
I kiss the old guy, who's married.

I could still love him.
His wife is a friend!

- Right. There's the crusher.
- How can you not take this seriously?

I betrayed a friend. I' m awful.

Every patient thinks that she
is the world's biggest loser.

For the first time, I agree.

You' re a baby. You come crying:
" I kissed him. Oh, my guilt. "

You probably still poop green.
Here's a rattle.

You're supposed to make patients
feel good so they come back...

- ...Iong after you hike the rates.
- Let's talk about Greg.

- ls he good in bed?
- I haven't slept with him.

- Can I be blunt?
- No. Continue to kid-glove me.

You're like, "l want someone
who can read me Dickens on the phone. "

I understand, I try not
to judge you by my vomit.

But deep, deep, deep, deep down,
we both know what you are.

- What?
- A slut.

- Your heart is up your fallopian--
- I'm not a slut.

On TV, when you watch a snake
swallowing a thing...

...four times its size,
wonder why you grab Bounty?

You love sex.
Physically intertwined with a man.

Connected. Siamese genitalia.
You find it meaningful.

You like Greg, you're afraid
of falling in love again.

So you're looking for a guardrail,
and it's Billy, you kook.

I can't wait to tell people.

It could be Greg, could be Billy.
Billy. Greg.

You'll know if Greg is right when you
know if you're sexually compatible.

So go home tonight, honk his horn,
and call me tomorrow.

And if you see a blimp on the way,
ignore it.

What's worse, me and my problems,
or who I go to to fix them?

- Ally, she does have a point.
- Excuse me?

If you want to find out--

You say I should audition the guy
in bed?

I say sex is a big part
of a relationship--

- Sex is a symptom of a relationship.
- Who the hell said that?

You'd never marry a man
before you slept with him?

Absolutely not. If it isn't good, l--

I won't sleep with Greg to find out
if he's good. I know.

You can tell how a guy makes love
by the way he kisses and....

- Did you already give him a key?
- The door was open.

Ally, we need to talk.

Good. I'm glad we cleared the air.
Are you gonna go now?

T oo much swirling to think clearly.

Anything we have to say
to each other--

Let's talk later.

Right now, I think you should leave
Georgia-- Leave here, damn it!

We have to face the truth
of what just happened, and why.

T ruth?

- T ruth? What is it?
- I don't know.

Did you come here
to tell me something?

Or did you come here for me
to tell you something?

I' m not sure.

What happened was
the most wonderfully...

...worst thing I ever did.

Let's not analyze this tonight.

- Our heads will be clearer tomorrow.
- Much.

Either it was a mistake
due to--

- Weakness.
- Yeah. Or it wasn't.

That's exactly how I see it.

- And tomorrow....
- lt'll be clearer.

- Good night.
- Good night.

- See you--
- At the office.

Right.

Hey! Are you awake, lady?

Georgia. Hey. Hi!

"Hey"? That's all you have to say?
"Hey! Hi! "

Is there a...

...problem?

You dumped the Foy interrogatories
on me! That's your case.

Well, I didn't dump them all.

Just the medicals, because you deposed
the doctor, remember?

If it's a problem, l--

No. I guess I can do that part.

It was only a kiss.
It was only a kiss. It was only a--

Are you free for Billy?

Well, he's not free for me.
So, what difference does it....

- Why?
- He's here.

I meant to tell you on the way in.

I knew you were there.

I knew he was there.

- Could you excuse us?
- Why? What have you done?

"Snap" and "ish. "

- So?
- Are things any clearer?

Well....

- Are they clearer for you?
- I asked you.

- I see.
- Good.

You see what?

Obviously, you think it was wrong,
and even if I were interested...

...in going down a road,
it's not open to me.

- You're right.
- Hold on just a second!

You want me to say it was wrong...

...so you'll have followed your
heart and took your shot.

Well, you can forget that, Billy.
Let's go.

You're the one who regrets the things
you don't do.

You need me to say no.
The idea that maybe you backed off--

I'm not backing off.

Right. I know you too well, Ally.

I've loved you all my life.
I've only loved you. Take that.

You're the woman I want to grow old
with. So we better just go for it!

I agree. Kiss me again!

- You liar!
- You're the liar.

You can't even make a decision.

I am standing right here.

And I'm falling for you more and more,
with every second that passes.

So you better nip this in the bud
right now, l' m serious.

How about we meet at your apartment,
lunchtime?

- Why?
- Because it's true, Ally.

I can't stop thinking about you
and wanting to make love to you.

It's a trick. He's bluffing.

Men bluff women into bed
and use them, bastards.

- Would you listen to me?
- I am.

I said, sleep with Greg.
I'm so confused.

I haven't got around to Greg yet.
What if it's not a bluff?

What if Billy really does want
to make love?

- What if?
- He doesn't. I just know.

He wants to spend his life with
Georgia, thinking "At least I tried. "

I know him. He wants to be able
to have his cake and not eat me.

It. It.

This is all a bluff.

Suppose he really does want
to go through with it.

I won't.

Of course I won't.

Then why are you so afraid to say it?

If I second-guess myself miserably
ever after, I want him to too.

- Afraid you might say yes?
- Never.

I' m sure I wouldn't.

Sorry I jumped on you about those
interrogatories. It's just...

...stuff.

Oh, forget it.

Anything I can help you with?

Well, see you.

- You getting off?
- What?

Sorry.

- ls Billy in there?
- No.

Of course.

- Are you going through a crisis?
- Does it show?

What's the matter?

It's personal. And I'd really like
to work it out on my own.

I know that this must be frustrating
for you to hear, but is it...

... possible for you to understand
without understanding?

Sure. But I am here to help.

I know that.

- You can't walk through life alone.
- Not a problem, at the moment.

I'm gonna take your cue.

Thank you. You are so great.

- Talk tonight?
- Sure.

What's wrong?

What?

Greg....

He's really wonderful, isn't he?

A woman would be crazy not to....

Trying to talk yourself
into loving him?

- It's not that.
- What is it?

What it is, is like it always is,
Elaine.

I don't want what I want.

And I want what I don't want.

T o complicate it even more now, l
don't know what I want or don't want.

Maybe you should, well,
see a therapist.

I already am.

She said to sleep with Greg to see
if we're compatible.

You haven't slept with him yet?
Hello!

Is that so important? Sex is sex.
Sometimes it's better, sometimes not.

What's the point of taking
a test drive?

Ally, you' re not serious?

- What kind of woman....
- Excuse me.

Would a man judge a relationship
based on sex?

Yes. T rue love means short refractory
time. Seen Billy?

I think he left for lunch.

Lunch? Lunch?

It's lunchtime already?

Oh, my God. I was, I was....
It's just that l....

I hate when it sneaks up on you.

Want anything? Coffee?

No. Thanks.

The past two years,
I thought about this a hundred times.

And it always felt so romantic.

But it doesn't now. It feels....

T errifying.

Did you...

... really come here to....

Did you?

No.

So there. You win.

Don't punish yourself
for not taking a dare. You took it.

If I wanted to take a chance, Ally...

...I wouldn't take no for an answer.

I'm not gonna pretend...

...that I'm certain of anything.

For God's sake, if you're not, then--

You said you played this scene out
a hundred times.

How does it end?

We'd get to there, and then...

...I'd start to cry.

- So you didn't--?
- We didn't have sex.

Not even the democratic way?

We kissed. Once. And then my
pea-sized brain went into panic mode.

- Okay, first, you gotta dump Greg.
- Why?

It's obviously about you and Billy.

We can't have it muddled up with Greg.

But what if I'm just afraid
to love Greg...

...so I'm looking to screw that up
by grabbing onto Billy?

What if this is really about
me loving Greg?

I forgot. This is what happens
when I don't take notes.

This isn't funny.
Do you even get the concept of love?

You time relationships with gum.
No more flavor, you spit.

It goes a little deeper than that,
and I'm beginning to wonder if you do.

You think I don't know love, Ally?

The greatest love of my life...

...I sent him away, 1 1 years,
three months, and two days ago.

I'm sorry.

He asked me if I believed
in immortality...

...asked if I was afraid I'd burn
if I got too close to happiness.

I remember as if it was last night.

It was last night, on cable.

That's what Paul Henreid said
to Bette Davis in Now, Voyager.

Oh, bugger! You saw it.

In the biggest crisis of my life,
you lift a line from a movie.

No, no, T racy, please,
take this seriously.

- I need to see you and Billy together.
- What?

I need to hear his side.

Ally, these came from Greg.

I opened the card
for watering instructions.

It says, "Thinking of you.
Yours, Greg. "

Says it all, doesn't it?
Or does it only tell half the story?

- What does that mean?
- Ask her.

- I'm penile-psychic. Something's up.
- Well, it's not me. Thank you.

Ally, really, is everything okay?

Everything is never okay with me.
Why, all of a sudden, does it matter?

Everything okay?

Sure. With you?

Fine.

Good.

- How are things with you and Nelle?
- Fine.

- But you two aren't dating?
- No.

Do you know if she's seeing
somebody else?

Not to my knowledge. Why?

Bygones.

Why am I here?

You are, so let's talk about it.
Why did you kiss her?

- That's my private life.
- You tell Georgia this?

I may have a duty to her,
not to you.

- Any duty to Ally?
- Our business.

She came to me.

- A mistake.
- Such anger!

Is it rage, passion, guilt?
It comes in so many forms nowadays.

- It's rage, anger, guilt.
- And passion?

- Why am I here?
- Maybe you're as confused as Ally.

The point is, you are here.
Let's make it count.

- What's with Georgia?
- Nothing to do with her.

Kissing Ally has nothing to do
with your wife?

Of course it does.

Are you and Georgia....
Is that what's going on?

Was kissing me a symptom
of your problems with her? Because--

You can give me a little more credit
than that, can't you?

Let's skip, not just because
l' m bored, but it might also help.

- Show me how you kissed Ally.
- Excuse me?

Show me.
I promise I won't touch myself.

- She's nurturing your mental health?
- Kiss her. I want to see....

No! Why should--?

There's a difference
between lust and love in kissing.

It wasn't lust!

Okay. Maybe we really do have
something here.

- I'm leaving.
- Great. Run.

It seems to work for you.

- What?
- You run. That's what you do.

I'll confront the truth of this, but
first, why would you be able to help?

I don't care how many books
you've read, your clever quips.

Were you ever in anything like this?

"This" being love, confusion,
just basic infidelity?

Without experience, don't pretend
to know who and what we are!

- Any credentials on a human level?
- And don't quote a movie.

I' m not happy.

People with a chance at it, lying to
themselves, make me impatient.

And I do know a lot about running,
Billy.

There was one time I should have run,
and I didn't.

It involved a married man.
So for personal advice, you two--

You let your personal life
affect your job.

You asked about it!

You think I'm so silly
over this theme-song thing.

You want to know
how I came up with it?

There's this song...

...that I used to sing to myself,
just so I could....

I guess we should take comfort that
this is giving somebody a little joy.

I committed an act of infidelity
last night.

If you don't think
it's much of an offense, I do.

Yes, you do, don't you, Billy?

And as much as I admire your values...

...they are very unproductive here.

Why?

His value system forces him
to attach meaning to this kiss.

No way he'd betray Georgia
just because he felt like it.

Excuse me?

I hate to put down
your romantic naivet?.

Sometimes, husbands stray...

...when loneliness and horniness
collide, period.

In forsaking good judgment, nothing's
more effective than the penis.

- How dare you trivialize this?
- That's my point. You can't.

You can't conceive that
you could do this on a whim.

- You don't know anything about it!
- Yes, she does.

The one thing you and l
believe in is monogamy.

For you to do this...

...you need to believe it was
because of something more than sex.

Was it? Do you love Ally?
Is that it?

Or do you need a higher justification
to acquit yourself of the lowest low?

The biggest thing in here is Georgia.
Maybe that's how it should be.

But if you two really want to know
if you' re right for each other...

...then for that question,
guilt can't be the issue.

Now I want you to consider this,
and only this.

Is that the picture? Or not?

Okay, now we' re at 60. It's a Sunday.
What might you and Ally be doing?

- Playing with grandkids.
- How many?

Seven.

Maybe we' re just talking.
We'll always be able to talk.

What does she look like?

Well, she's had some work done.

- What kind of work?
- Well, face, lips--

Wait a second! No, time-out.
Why would I do my lips?

- Well--
- I have perfect lips.

- A little collagen?
- They're real.

- Did I say they weren't?
- They look done.

Why would I do my lips?
I'd never have cosmetic surgery.

- Are you kidding?
- What's that mean?

- Nothing.
- What's it mean?

You need to look good.
Will you pretend--?

I don't need to look good. I just
do. It's not a personality flaw.

- Okay.
- No. Don't turtle. I want to hear it.

You considered
doing your breasts.

That was long ago. A fashion thing.
It had nothing to do with my vanity.

- May I ask--?
- No!

- How are you attracted if I'm so--?
- lt has nothing to do with--

Why be interested in a woman
worried about her looks--?

I love a narcissist,
but lose interest when she's vain?

Now I'm a narcissist.

- He means always.
- Quiet.

If I'm vain and self-absorbed,
why did you fall in love with me?

I was 8!
I was too young to know better!

That didn't come out how I meant.

Well, you know better now,
Billy, I guess.

Ally?

Closet!

- I like walk-ins. Come back--
- No. This is solved.

We haven't solved anything. It's a
fight. You can't leave. He's winning.

Assuming I'm self-centered and vain
like you think, what's the point?

Good question. Is there a point?
What's the deal with vanity?

We're all vain.
Why is it so threatening?

I don't know.

Yes, you do.

T ell me.

It's just, you're never satisfied.
Not with yourself. Not with....

I know this may sound
hypocritical to say, but....

What?

I worry that, as much as you
believe in monogamy...

...you won't be able
to stay monogamous.

What?

- You don't think?
- I didn't say I didn't think.

- Yes, you did.
- I said, I worried whether.

Why?

I think you have, and always
will have self-esteem issues.

If you don't get
affirmation from your husband...

...you might go someplace else
to look for it.

If you had shared that,
you would have saved us a lot of pain.

You could have sailed away just
from me blowing you off.

Let's take five minutes to think
about what's been said and continue.

And so I can pee.
Five minutes.

I didn't accuse--

You think I'd be unfaithful. You're
the married man, the cheater. Not me.

- Slow down.
- I won't.

When I saw you, the song
"Look Out For The Cheater" would play.

- Look out. You know what?
- No. T ell me what.

You have the problem. You worry
about me going someplace else? Why?

Why wouldn't I be
getting it from you?

You're worried you
can't give it forever.

You have monogamy trouble, as shown
as you sucked my natural lips.

- That's me. I just kiss people.
- I'm not sure you know love.

I'll tell you this. Love, more
than anything else, is about respect.

- How you described me wasn't respect.
- And you're the expert.

You never loved me. That's why
you left me with one look at Georgia.

You didn't even smell her.

- It's about last night.
- It's about you being unfaithful.

Last night and four years ago.

- What were you last night?
- Getting killed.

- That's you. Always the victim.
- I was stupid.

- Stupid to think--
- I loved you. You didn't recognize it.

- I didn't--
- No! You never did.

- I knew!
- Didn't it lift you up?

Love is wasted on you. You'll always
be unhappy. That's why I left.

I wasn't gonna waste--

Love is wasted on me?

Yes...

...it is.

You may have your good times,
dance with your unicorns...

...but we both know
the place you'll go back to.

I don't want....

If we stayed together? You don't give
yourself credit for your strength.

I couldn't pull you out of your
world, you'd pull me into yours.

Do you really think that?

Yes.

- Then why, last night, why did--?
- Because...

...I love you.

You just don't want to waste it.

- I don't know.
- I think you do.

You're wrong about one thing.

I'm gaining on happiness,
and I'll get there one day.

Well, I hope I'm there to see it.

If you are...

...it'll be from a distance.

I love you.

Goodbye.

You stinker!

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