 Cliff has bought himself a new condo in a singles building. He starts dating Sally from the building. The guys at the bar are anxious to meet Sally, but Cliff says that Sally wants Cliff all to herself and would rather stay in all the time. In reality, Sally is a shy, Plain Jane who would really love to go out with Cliff, but Cliff is embarrassed by her looks. Cliff asks Rebecca for advice about Sally, although he tells her that it is Sally who is embarrassed by her looks, not Cliff. Rebecca suggests a make-over as described in beauty magazines. So Cliff becomes Sally s Henry Higgins and transforms Sally into a beautiful woman. When Cliff sees her, he suggests that they go down to the bar for the evening - he is no longer embarrassed. At the bar, Sally garners a lot of attention, which is making Cliff feel like he created a monster. Sally is happy with her new looks and the new attention she is receiving and won t revert back to her old Plain Jane self, even for Cliff. They just have to live with the transformation as part of their relationship. Meanwhile, Rebecca has started smoking again to relieve some stress in her life. However she quickly realizes that it was a mistake and wants to quit, a task more difficult than she anticipates. Frasier suggests that she associate smoking with the most vile act she can imagine. As such, she tells Sam that if she smokes another cigarette, she will sleep with him. Sam does whatever he can to catch her smoking, specifically enlisting the help of Carla to follow her into the ladies  room. When Sam finally catches her smoking, Rebecca resigns herself to doing the deed with Sam. Because of Rebecca s total disgust about the act and her resignation to actually doing it, Sam is no longer in the mood and says no to her. What was he thinking?!