Steve is impressed by Clare's childhood friend Carl, who is actually a prince. Donna and David's music video of her and Powerman 5000 is a hit with everyone but Joe. Meanwhile, Colin receives his prison sentence of two years after his attorney makes a deal with the D.A. Tara flips out when she discovers that Kelly had called her parents and found that she ran away from them years ago. Tara then kidnaps Kelly and plans to murder her to end their "pain," via a murder/suicide, until Kelly managed to overpower and subdue her.

Brandon and Susan play the lottery and win $5,000, but they lose the winning ticket. Valerie is left hanging when Colin bails out on going to jail. He then visits Kelly for a while before fleeing town. Meanwhile, Steve becomes more friendly with Prince Carl, until a fall down a flight of stairs breaks Steve's jaw, leaving him speechless. David and Donna's fame as video producers spreads in which their video producer Erik, wants them to make another music video. Also, Joe finally returns to football practice.

Ray Pruit returns to Beverly Hills as Donna and David's first video-production assignment for MZA. Meanwhile, Colin prepares to flee the country while Valerie asks Brandon and a reluctant Kelly to help her in finding him. Joe decides to quit football and choose a new course for his life by moving back to his hometown in Pennsylvania and wants Donna to come with him, but she declines. While Steve is still incapacitated by his broken jaw, Carl takes Clare out on a date who becomes wistful over Carl's memories of her mother.

Carl hosts Steve's weekend long 21st birthday bash on the ship Queen Mary in Long Beach, where the music group "The Goo Goo Dolls" entertains. Carl then asks Steve a favor: to have a chance with Clare who he has had a crush on. David and Donna grow more intimate while their producer Erik, makes a move on Donna and other women as well. Andrea Zuckerman arrives in town to have fun at Steve's party, and Nat brings Joan along who keeps feeling unwell. Meanwhile, Valerie hires an FBI agent, named Richard Ballen, to find Colin who's in the area trying to get access on a ship to take him to South America. Also, Susan tells Brandon that she has decided to leave town to accept a job offer at a newspaper company in Washington D.C. which makes him wonder if he has a future with Susan after all.

On the Queen Mary, Steve tells Clare about Carl's feelings for her and tries to persuade her not to fulfill Carl's wish. Meanwhile, David and Donna decide to get back together, while still avoiding Erik. Joan tells Nat that she may be pregnant from her constant sickness. While Colin is trying to get the necessary papers and identity to leave the country on a freighter, Steve and Brandon end up in jail from a barroom brawl after taking out their frustrations on drunken bar slobs in which Kelly and Valerie have to bail them out. Eventually, Nat proposes marriage to Joan who accepts. Colin is finally caught, Steve and Clare get back together, and Brandon coldly breaks up with Susan after she admits her career means more to her than anything.