The crew lands on Persephone. In her shuttle quarters, Inara scans potential clients and chooses local aristocrat Atherton Wing, a regular customer. Mal and Jayne are accosted by Badger, who needs Mal's help to move an illegal cargo for high-society local Warrick Harrow, who will not talk to the likes of Badger. He provides Mal and Kaylee with tickets to the very ball that Inara will be attending.
At the ball, Atherton asks Inara to be his personal Companion, remaining in a world more suited to her, but she diplomatically defers a decision. Suddenly, the arrival of "Miss Kaywinnet Lee Frye and escort" is announced--Kaylee, in a ruffled dress she had earlier coveted in a shop window, accompanied by Mal.
Back on Serenity, Simon, Book, and Jayne play a card game, using ship chores as currency. River, experiencing another of her manic outbursts, frantically shreds the Blue Sun labels of their canned food supplies. Meanwhile, Wash and Zoe have their own private party in bed.
At the ball, Kaylee's friendly attempt to mix with the debutantes fails, but she is rescued by an older gentleman, then drawn to a group of several mechanically-minded men. Meanwhile, Mal finds Sir Warrick, who is cool to any proposal that Badger is behind, despite Mal's professionalism. Just then, Atherton Wing, with Inara in tow, interrupts their conversation. Mal escorts Inara onto the dance floor, but when Atherton cuts in and insists on his right to take Inara away because "money changed hands", Mal punches him in the face, unknowingly making a challenge that commits him to a duel by sword against expert swordsman Atherton. Sir Warrick agrees to be his second.
On Serenity, Badger arrives uninvited to explain to the remaining crew that Mal will be participating in a duel. As the crew discusses how to rescue him, Badger disabuses them of this idea — he is here with his men to sit on them until the duel is finished.
As Mal ineptly practices for the duel, Inara sneaks into his room to talk; she is confused by Mal's decision to punch Atherton because he insulted her, when Mal often does this himself. Mal replies that he merely insults her profession, whereas Wing insulted her.
In the meantime, the crew of Serenity sits in the cargo hold, attempting to plot an escape from the watchful eyes of Badger and his cronies. Jayne comes up with the idea that they need a diversion. River appears and, in a display of her as-yet unrevealed talents, converses with Badger in his own accent, mentioning his heretofore unknown past. River departs, leaving a confounded but amused Badger. Jayne realizes that River's distraction of Badger is exactly what the crew could've used.
In the duel, Atherton wounds Mal several times through tricky swordplay, and when he has Mal at his mercy, turns at a plea from Inara, who offers to stay with him if he will only spare Mal's life. Mal uses his distraction to disarm the swordsman, deliver a punch to the face, and throw his own broken sword blade at him, stabbing him in the shoulder.
Mal stands over the wounded Wing, wielding Wing's own sword, and Sir Warrick demands that he deliver the final blow, lest Atherton be humiliated. Mal, however, shows mercy (after getting in two more pokes). As Inara helps Mal off the field, Atherton calls out viciously to Inara and threatens to ruin her. Inara responds by informing him that he is now persona non grata in the Companion registry, implicitly ruining him. Entertained by Mal's trouncing of the conceited Wing, and impressed by his tenacity, Sir Warrick agrees to send his cargo with Mal.
The as-yet-unbegun escape plan plotted by the Serenity crew is aborted by the return of Inara and Mal, who chases a pleased Badger off his ship. Inara and Mal share a moment on the cargo bay landing, watching over their cargo from Harrow — a bay full of cattle.
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