With Chiffon, Crystal, and Ronnette listening, Audrey sings of her dream of a house in the suburbs; “somewhere that's green”.

Back in front of the shop, the girls confront the abusive boyfriend of Audrey, Orin Scrivello, who explains how his fascination with pain and suffering led him to become...

...a dentist! One who likes to use hand tools and and only gives gas to himself! (But he does offer some to the girls!)

Orin sings of the joys of dentistry, and the pleasure he derives from the pain of others.

At the flower shop (after introducing himself), Orin questions Seymour about the plant, and why he is staying on skid row.

Listening outside the shop, Mushnik realizes he could lose Seymour (and subsequently, Audrey II).

Mushnik comes up with the ideal solution to the dilemma! Adoption! He tries to convince Seymour that becoming his son would be better for both of them.

When Seymour seems hesitant, Mushnik tries holding his breath until Seymour agrees!

After they are alone, Audrey II speaks to Seymour for the first time. “Feed me!” Seymour thinks he is suffering from blood loss. Audrey II finally convinces Seymour to provide a victim; Orin Scrivello!

Arriving at the dentist's office, Seymour at first threatens Orin with a gun, but the forceful Orin soon has Seymour in the chair, showing him a picture; “your mouth could look like this!”