When Niles may be tapped for membership in the ultra-exclusive Empire Club, Roz enters Frasier’s name for the other open position. Frasier and Niles plan to work together to make each other look good.

Both brothers attend the Empire Club dinner, with Daphne in tow. Amidst the sophisticated company and pricey furniture, Frasier and Niles learn that there is only one opening, and begin an intense series of “put-downs” in front of the members as they each lobby for the spot.

The next day, Frasier and Niles mend fences -- a reconciliation that turns bittersweet when Frasier discovers that he has been accepted into the club and Niles hasn’t. A guilt-stricken Frasier tries to get the president of the group to bid Niles instead, but the Cranes lose all hope of joining when Niles, in an attempt to save Frasier’s membership, curses the president and the club, just as Frasier reveals that the bid was actually for Niles.