Flashback to the '80s.

Haley, Quinn and Taylor receive a surprise visit from their mom Lydia who tells them that she has incurable pancreatic cancer and that she is not seeking any further treatment. Quinn takes the news very hard but Clay is there to support her. Meanwhile, Alex sets her sights on Alexander as Brooke and Julian try to get their old relationship back on track, and Millicent finds herself struggling with temptation.

Quinn's gallery opens with Clay very supportive unaware that he is being stalked by Sara lookalike Katie until she makes her presence known and Clay shows Quinn how alike Katie is to Sara. Josh's sex tape with Alex is emailed to Julian's father with a demand for $1,000,000 putting the film in jeopardy. Miranda finds out she is being deported thus putting a spanner in the works with Grubbs's recording but Grubbs finds a way around it by proposing to her. Lauren tells Skills that she has fallen for someone else but he is unaware it is his best friend Mouth until he sees a photo of them at the gallery where he promptly punches Mouth. Meanwhile, Victoria's affair with Alexander is exposed in more than one way. Elsewhere, Nathan and Jamie spend a guys evening together & later he asks Haley if she'd be ready to try for another baby. She tells him she took a pregnancy test and it was negative but is she telling him the whole story?