Naomi, sick of hiding her relationship with Max and afraid he might be cheating on her, follows him to an academic decathlon event, to confront him. Silver begins to behave erratically, which worries Navid and secretly pleases Adrianna. Raj helps Ivy overcome her fear of the water, while Annie starts working for lonely, aging actress Marla, and forms an unlikely friendship with her.

As the gang gears up for prom, Dixon and Annie find out some devastating news about their futures, while Ivy learns that Raj's health has taken a turn for the worse. While Silver is in the hospital, Adrianna tries to rekindle her romance with Navid. Meanwhile, Naomi and Max's relationship is tested to the limit.

Naomi wants to get into a West Beverly High Alumni group, who are throwing an alumni event at the high school and does everything in her power to get in, such as donating a building, injuring her opponent in a football game, and throwing an after-party at the Playboy Mansion. Naomi also learns that Bryce double-crossed Max and had him fired so she could take over his job. Teddy returns for the alumni event and tells Silver that Shane broke up with him. Teddy and Shane decide to continue their relationship but Shane gets mad when he finds out Teddy and Silver are having a baby and tells him that they need to talk. Meanwhile, Dixon is happy when Adrianna signs with his record label until he finds the video of Adrianna kissing Taylor and she is forced to come clean about her tryst with Taylor. Adrianna's worst fears are realized when Dixon takes the news very badly and breaks up with her. But before she leaves, Dixon tells her that even though they are no longer together, he still owns her due to her signing with his record label also plans on giving her a very hard time. Annie gets a double blast from the past when she sees her ruthless overachieving cousin, Emily Bradford, at the event and finds out she is now a successful blogger, making her feel like she is a failure. She also sees her former flame Jasper Herman, who wants to apologize to Liam for what happened between the three of them, two years ago. When Liam continues to get threats about Vanessa, he tells Annie about what happened to Vanessa and the two confront Jasper, who reveals he is now in film school and wants Liam to read his script as a sign of forgiveness, plus Jasper knows nothing about Vanessa. Liam accepts Jasper's offer. Annie decides to start her own blog and writes about her relationship with Patrick.