Full Synopsis

Act One

The show opens in an apartment on the second floor of a brownstone on New York City's Upper West Side. Here, we meet Paula McFadden, a pretty ex-dancer in her mid-thirties and her twelve-year-old daughter, Lucy, returning from shopping. They are readying for a move to Los Angeles with Paula's latest boyfriend, Tony. ("This Is as Good as It Gets"). Unfortunately, Tony had other plans. He left them a note saying that he's not going off to L.A.; instead, he's off to Spain for six months to shoot a film. Paula is left alone in New York with her daughter and a $400 debt that he never settled. It seems that Paula has played this scene before; however, she has decided that she's not going to play it again ("No More").

It's reality time for Paula, as she attempts to go back to work. She starts taking dance class again; unfortunately, things aren't as easy for her as they used to be ("A Beat Behind"). When Paula returns home from class, she talks to Mrs. Crosby, the landlady, and finds out that Tony has sublet the apartment – even though there are four months left on the lease. It is his apartment, so there is technically nothing Paula can do. However, Paula is determined that she and Lucy are not going to be forced out in the middle of winter.

The sublessee, Elliot Garfield, arrives soon after midnight, but Paula tricks him into leaving, without ever letting him enter the apartment. He goes off and calls Paula from the street and demands that he speak with her in person. She agrees to give him five minutes. After a bit of arguing, the two decide to try sharing the apartment. Paula strictly lays down some rules for Elliot to follow; however, he is in no mood to listen – the only reason that Paula is staying in the apartment is because he has such a big heart. He lays down his rules ("Elliot Garfield Grant").

From the beginning, it's evident that this is not a match made in heaven ("Good News, Bad News"). Elliot stays up late, plays the guitar, burns incense, chants and only eats organic health foods. This is quite different from Paula and Lucy's usual regimen.

Elliot has moved to New York to star in a new Off-Broadway production of Richard III. At the first day of rehearsals, he finds that the director, a bizarre creative type from Budapest, wants him to play Richard with a new twist – as a man, playing a woman, playing a man. This production is Elliot's big chance in New York, and it seems that he's about to see his career flash before his eyes.

Paula has also had a bad day. She didn't get cast in the big musical for which she auditioned. While Paula and Lucy are out in the park, mother advises young daughter not to make the same mistakes she has made and end up with a life on the stage ("Footsteps").

Some time passes, and it seems that Elliot, Paula and Lucy are all getting along well. Paula is short for money, and Elliot offers to lend her some, but she wonders what she has to do in return. Elliot says that he simply wants her to be nice to him. She gets quite angry, assuming that he's only trying to get her in bed. As it turns out, Elliot has no designs on her. He simply wants to help her out, especially because he's fond of young Lucy. He goes to his room and leaves Paula alone to ponder the situation. It's true that she always assumes the worst because she has been burned so many times ("How Can I Win").

At Elliot's opening of Richard III, it appears that all is disastrous. The audience hated the first act and is reluctantly going back in for the second. Here, we see a number ("Richard Interred") where very bad moments of the great Shakespearean tragedy are interspersed with thoughts of Elliot, the director and various actors in the show.

Paula and Lucy are there for the opening and see Elliot after the show. It is evident that Paula is trying to pick up his spirits. Lucy observes that her mother is falling for this guy... the same way she fell for all of the other guys before. Paula vehemently denies that this is true; however, alone, she begs God to not let her fall for another actor. She's even ready to light candles in a church but she's not going to fall for another actor.

Act Two

Later that night, Elliot returns, quite drunk. In addition to being attacked at the opening night party by an angry Shakespeare professor from Columbia, he also happened to read reviews in all of the major papers that basically slammed the production... and mostly his performance. He falls asleep while talking to Paula.

The next morning, Elliot receives a call that his show has closed. He is elated. Paula has gotten a job on a food show and is preparing to go off to work. She asks Elliot if he'll take care of Lucy, and he agrees. It appears as if Elliot and Paula are both falling for each other ("Good News / Bad News").

Paula goes off to work on "The Ricky Simpson Show." She and her friends, Donna and Jenna, play dancing sweets, fats and fries ("Too Good to Be Bad"). This isn't the dream job about which Paula dreamed, but it helps to pay the rent.

At home, Mrs. Crosby, the landlady, sits with Lucy, watching Paula on television and having a good laugh. The show finishes, and Mrs. Crosby tells Lucy that it is time to do her homework... and not to watch any more television or talk on the phone ("Too Good to Be Bad – Reprise"). Paula returns and wonders where Elliot is; he was supposed to be watching Lucy. It seems as if Elliot got a job, so Mrs. Crosby helped out. Lucy comments to her mother that she has noticed romance blossoming; however, Paula denies it.

Elliot returns from his job with an improvisation group in the West Village. Before Paula says anything, she notices that he has a black eye – he was mugged by a guy who ended up taking his empty wallet. He had already spent all of his money on a new leather bag for Paula, which he gives to her. Romance starts between the two, as Elliot kisses Paula and confesses that he has had a crush on her and wants their relationship to be more. Right there, the relationship turns into more, with not only the two of them discovering how they feel for one another, but also with Lucy and her friends all gossiping about what's happening between Paula and Elliot ("Who Would've Thought").

The following night, Elliot arranges a dinner for Paula on the roof of the building, complete with paper moon and electric stars that he has strung all over. He has paid Mrs. Crosby to take Lucy and the kids to the movies so it can be a romantic evening for just Paula and him. Dinner is just a steaming pizza, but it still seems perfect to Paula. He even sweeps Paula off her feet by dancing with her ("Paula – An Improvised Love Song"). Ultimately, he kisses Paula and tells her how he feels about her. She is smitten with him, even though she is a bit tentative. After another kiss and a bolt of lightning, Elliot prepares to move the dinner inside before it starts to pour. Paula has something else in mind and she takes Elliot into the bedroom.

The next morning, Lucy appears to be visibly upset that her mother and Elliot spent the night together. This scene has been played before, and both Paula and Lucy have both gotten hurt – five times, to be exact. After Lucy goes off to school, Paula and Elliot discuss their night of passion. As strongly as Paula feels, she can't let herself be hurt again. Elliot is not about to give up and asks what he needs to do to win Paula. She tells him that he needs to have Lucy say that it's okay for him to stay around. He accepts the challenge. All of this happens in the hallway, right in front of Mrs. Crosby.

In the schoolyard, Lucy is talking to her girlfriends, saying that she has never trusted any man with whom she and her mother have lived and she's not about to start now. Elliot rushes on and grabs Lucy by the hand, leading her away to what he calls a "proposal."

The scene shifts to the lake in Central Park, where we see Lucy and Elliot in a rowboat. Lucy looks bored as Elliot struggles with the oars. Lucy is reluctant to hear Elliot talk about the possibility of his relationship with her mother growing into more. He tells her that he loves her mother; however, there is a complication: there's another woman with whom he is also in love – Lucy. She tells him that the job to love her has been open since she was born; he responds that the job is just about to be filled ("I Can Play This Part").

At the PBS studio, Paula is putting a group of dancers through their paces for a new Saturday morning kids' show that she is choreographing ("Jump for Joy Dance"). Elliot phones the studio and tells Paula that all went well with Lucy. As he heads off to a movie audition, he asks Paula to marry him. As she hangs up the phone, she finds that she is, at last, "officially engaged."

Some time later, the scene opens on the apartment as Paula returns home cheerfully. Lucy is glumly doing her homework. Paula asks her what's wrong, and she motions to the bedroom, where Paula finds Elliot feverishly packing his suitcases. It appears that he has gotten a part in a movie that is shooting in Canada. He has purchased three plane tickets and wants them all to get ready to go for two months. Despite all of his excitement, Paula tells him that she can't leave her new job as choreographer at PBS and she can't take Lucy out of school in the middle of the year. For once, she decides to stand up for herself instead of following the current man in her life. He leaves, and Paula ruminates about how great Elliot is. In spite of all that has happened, she feels that he'll be back ("What a Guy").

Later that night, outside of Paula's apartment, Elliot comes up from the subway. It seems that his plane has been delayed. He is rehearsing what he's going to say to Paula and Lucy. Paula appears on her balcony and, along with Lucy, unrolls a sign that reads: "Welcome Home... We Love You, Elliot." He wonders how she knew he was coming back, and Paula tells him that she's got lots of confidence these days... and, besides, he left his guitar. The play ends with Elliot climbing up the fire escape, unable to miss the opportunity to play a balcony scene with the two new women in his life.