When Richard's (Edward Herrmann) mother, the original Lorelai (guest star Marion Ross, "Happy Days"), arrives from London and offers Lorelai (Lauren Graham) a trust fund for Rory's (Alexis Bledel) education, Emily (Kelly Bishop) goes into an emotional tailspin, fearing that if Lorelai and Rory have financial independence, she shall lose contact with them again.
- Lauren Graham as Lorelai Gilmore
- Alexis Bledel as Rory Gilmore
- Melissa McCarthy as Sookie St. James
- Yanic Truesdale as Michel Gerard
- and Kelly Bishop as Emily Gilmore
- special appearance by
- Edward Herrmann as Richard Gilmore
Special Guest Star
- Liza Weil as Paris Geller
- Chad Michael Murray as Tristin Dugray
- Shelly Cole as Madeline Lynn
- Teal Redmann as Louise Grant
- Gran has been to Cambodia.
- Rory realises that Tristan has feelings for her.
- The way Trix treats Emily is a parallel to how Emily treats Lorelai, although Emily, for all her suffering at the hands of her mother-in-law, is completely oblivious to this.
- "It's The Life" by Grant Lee Buffalo
- Hamlet by Shakespeare (Scene 3): the great-grandmother Lorelai quotes, "Neither a borrower nor a lender be."
- The Silence of the Lambs
- The Elephant Man
- Queen of Outer Space
- Battlestar Galactica
- Saving Private Ryan
- Lorelai – I still can't get over that I'm related to God, it's going to make getting Madonna tickets so much easier.
- Lorelai – Stupid, naked angel butts. What, did David Mamet just stop by?
- Rory – Not all girls want to be queen. Even Barbie ended up being a stewardess.
- Rory – I think, Louis, this the beginning of a beautiful friendship.
- Paris – Too "cabin in the woods"?
- Rory – Don't open your mail ...
- Rory – (to Tristan) Well, that could have been a potential Marx Brother's moment.
- Lorelai – (to Rory) Lucy, how many times have I told you not to butt into other people's business?
- Emily – (about Trix) I don't care if she thinks I'm the whore of Babylon.
- Lorelai – I don't care if she buys a house or a boat or the Elephant Man's bones.
- Rory – Good, then it's a good time to talk about our overtaxed peasants.
- Paris – Oh, let them eat cake.
- Lorelai – It's like watching Fergie all over again.
- Lorelai – I don't want Boo Radley touching my rosebud wallpaper.
- Emily – Oh my God, there's nothing in here.
- Rory – I know, it's a little sparse.
- Emily – It's the Grapes of Wrath.
- Emily – There are women in bikinis on them.
- Rory – They are the original Charlie's Angels. It took us years to get a complete set. You can find the Kate Jacksons and the Sally Hacks pretty easily, even the Cheryl Ladds. But the Farrah Fawcetts and the Jacqueline Smiths are a little harder to come by but still accessible. The trick is to find the Tonya Roberts. We have three.
- Emily – You have three Tonya Roberts?
- Rory – Yep.
- Emily – And I was worried. Silly me.
- Lane – Like Joy Division gloomy? Nick Cave gloomy? Robert Smith gloomy?
- Rory – Johnny Cash gloomy.
- Lane – So like a San Quentin-y, it's a long road home and my horse just got shot and I still got my girl by my side gloomy?
- Rory – You read my mind.
- Lane – I'm deep into Charlie Parker gloomy.
- Lorelai – I sat her down to listen to a Prince song once and she looked like she was having a stroke.
- Rory – Only in an intergalatic court.
- Lorelai – You bought her Cosmo Girl.
- Emily – The young girls enjoy the articles.
- Lorelai – You bought boy band posters and Hello Kitty notepads.
- Lorelai – Yes, I would date Steven Tyler.
- Lorelai – It would be like the first 15 minutes of Saving Private Ryan but at least those guys "got to be in France"!