Sophie makes her presence felt at the Beverly Beat when she offers to Steve and Janet to construct an Internet web site for the newspaper while continuing her clandestine affair with David, but Steve finally finds out about them after accidentally seeing Sophie and David doing something on the live Internet Web page. Meanwhile, Noah turns to Valerie instead of Donna for help after he is arrested for drunk driving, and a young lawyer, named Matt Durning, approaches him for representation for free of charge since Noah and his entire family is now broke from Noah's late father's dirty business dealings. With Brandon away in Washington D.C. for a job interview, Kelly proposes a business partnership to Donna of opening their own boutique shop. Also, Valerie's so-called "mistake" about seducing Carl in Las Vegas comes out which results in Carl breaking up with Abby which prompts her to threaten Valerie.

Valerie hires Matt for help in representation when her revenge-seeking mother presses murder charges against her for the late Mr. Malone's "suicide". But Kelly becomes angry about another one of Matt's clients who turns out to be the abusive husband from the spouse-abuse victim, Leah (from the 'Elephant's Father' episode). Meanwhile, Sophie begins to market herself for acting work... in the porno industry. Brandon returns from his stay in Washington and reveals that he accepted a job offer there at a prestigious newspaper company while Kelly reveals to him about her own personal change in opening her new boutique store, called 'Now Wear This'. Also, Noah takes a lonely Valerie on a tour of bad memories between both of them over the suicide of their unscrupulous, white-collared, criminal fathers.

With Brandon gone, Valerie plans her own farewell party after deciding to turn herself over to the police for setting up her father's long-ago suicide. Meanwhile, Sophie increases her circle of friends with a wealthy young man named Tom, where David fears that he'll lose Sophie after she decides to leave town after she accepts Tom's offer for a modeling job in Paris. Kelly's aid to Leah takes her outside the law where she lets Leah hide out at the beach apartment while she tries to get Leah and her baby some fake identification so she can leave town to get away from her abusive ex-husband. Noah continues on his self-destructive path and pushes away Donna when he sees her talking to Matt, and anyone who offers him support, except Valerie whom he challenges to a dangerous road game of chicken. Also, Steve, now running the Beverly Beat on his own, takes his newspaper in a new direction in publishing phony tabloid articles in which he and Janet end up trapped in a meat locker in a condemned building.

Donna's distant cousin, Gina Kincaid, arrives in town for Thanksgiving where she fibs a little about her failed ice-skating career, and secretly shows her true arrogant colors while casting an eye on Noah. Meanwhile, Steve lacks emotional protection from Janet after their so-called romantic fling the night before. Noah worries that he may have been involved in a hit-and-run while driving drunk. David has other problems with the law when he has a one-night stand with Denise, a regular listener on his After Dark radio show... who turns out to be under 18. After another indiscretion by Valerie keeps Kelly and everyone else enemies against her, Valerie decides to go back to Buffalo to get away from the life she now loathes in Los Angeles for good.

Dylan McKay arrives back in town and tries to help everyone with their share of problems as he tries to explain to Kelly why he had decided to come back to Beverly Hills. David hires Matt as his lawyer as he deals with the situation with Denise after her wealthy and powerful conservative parents have him arrested and charged with statutory rape. But Matt has his share of problems financially when his lack of clients prevent him from making his rent and business payments. Meanwhile, Steve's visiting mother, Samantha, angrily tells him that she doesn't like his newspaper's tabloid slant, while Steve counters with his unhappiness over her dating a much younger new suitor. Gina (whom is revealed here to be even more twisted and deranged than Valerie, Sophie or any other woman) sets out to prevent Noah and Donna from reconciling so she can have Noah all for herself. Also, Kelly and her mother, Jackie, clash over her ailing grandfather's wishes to die in peace.

Kelly is called on to make a life-or-death decision for her emphysema-stricken grandfather, whether or not to put him on life support. Matt is hired to defend a tobacco company in a civil suit, causing Kelly to be defense over her dying grandfather issue. Meanwhile, Steve wrestles with his thoughts as news about his mother's lesbian romance spreads. Dylan takes his Porsche out of storage in an attempt to kickstart his life again, but experiences recurring nightmares involving the death of Toni years ago. Gina gives up trying to break Noah and Donna up and turns her sights on Dylan. Donna befriends a female gang member, Sonia, who cannot leave the gang she's in.

Dylan whisks Kelly away on a plane to Mexico to be with her, while he uses the trip to smuggle heroin into the USA for his own use. Gina continues to woo Dylan to know him, while Matt becomes jealous over Dylan's constant presence around Kelly. Meanwhile, the Brian Setzer Orchestra is featured at an AIDS-benefit dance marathon at the After Dark where Steve overextends himself when he inadvertently pledges $12,000 to sponsor a couple who turns out to be his former fraternity brother, Muntz, and his wife. Also, Sonia's girl gang member friends affect Donna's business at the boutique shop "Now Wear This!" by their presence. When the store is robbed one night, the missing Sonia becomes the chief suspect. Noah also asks Gina to help him and Nat plan Donna's 24th birthday party for Christmas Day, where Gina has a little too much to drink and finally reveals her true contempt feelings about Donna in front of everyone.

Steve decides to market his pick-up techniques with a seminar class to show some guys how to pick up girls at the After Dark club. Meanwhile, Kelly balks at the request of sleeping with Matt, and later regrets it. Gina begins to stir up trouble between Donna and her mother, Felice, by using their tension to play them against each other. While Gina discovers Dylan's drug use, he discovers that his dead wife Toni's grave has been moved away apparently by Marchette and decides to buy a gun to settle the past once and for all. Also, David meets an attractive, naive woman, named Gertrude, using Steve's pick-up technique.

Dissatisfied customers of Steve's pick-up technique video take him to small claims court due to poor results. Meanwhile, Gina reluctantly continues to care for Dylan, who gets arrested after breaking into the late-Marchette's old house to look for him, as well as drug possession. Donna and Noah struggle to find a place to be alone at her parents' house after they go away for a vacation together. Also, David has to back up his lie to Gertrude regarding his past and current life. Kelly second-guesses herself with Matt after thinking that her past with Dylan is making him uncomfortable.

After Dylan accidentally injures Donna by knocking her into her swimming pool while high on drugs, he tries to confront his personal demons. But he rejects his friends support by insisting that he doesn't have a drug problem. He then makes a run for it and ends up in the hospital, land in a coma, and goes through an agonizing withdrawal. Kelly's concern over Dylan raises red flags for both Gina and Matt who are wary of her motives, and Matt feels guilty while handling Dylan's legal troubles by lying in open court about Dylan's well being. Meanwhile, Steve loses Janet's dog during a walk in a park which leads to believe that the Doberman mated with a different breed. Also, Claire Coville, a rising singer, asks Donna to design her a dress for an awards show and for Noah to be her escort.

Matt is put into a dilemma when his long-estranged wife, Lauren, suddenly arrives in town from New York after spending years in an insane asylum and wants to make up for lost time while Kelly becomes suspicions of Matt's sudden behavior. Meanwhile, Gina becomes jealous when a former drug addict, named Linda, agrees to sponsor Dylan's recovery. At the same time, Dylan finds trouble on his new community service job at a freeway construction site with the abusive foreman and a struggling co-worker. Also, Steve and Noah declare a war of practical jokes after Noah cheats at strip poker, which apparently takes a serious turn when a man suddenly drops dead and Steve and Donna try to retrieve the corpse from a missing refrigerator. David meets a young woman whom he asks out to the movies only to have her stand him up.

As Valentine's Day approaches, Kelly continues to be uncomfortable around Matt after he tells her about his wife's past, who then moves into the Walsh house. Meanwhile, Steve's newest idea for his newspaper of bikini models leads to an alert about a potential health problem thinking he might have a malignant skin cancer. Gina begins to cause more friction between Donna and Noah when she tells Donna a concocted story about a drunken Noah making the moves on her from one particular night. Afterwards, a dejected Donna agrees to pose a David's girlfriend at a business function of his. Also, Gina worries that she can't keep the pace with Dylan after they begin a series of exotic trysts.

Steve and Janet take two low class teenagers, named Stewart and Marianne, out on a camping trip which turns into a complicated venture for both couples when they end up trapped in their car with a large bear outside and both Steve and Janet, and Stewart and Marianne, end up having sex. Meanwhile, Noah makes a proposal to Donna to move in with him. But then, Gina sabotages their reconciliation by playing games with Noah over what really happened that night between him and her. Donna's anger over both Noah and Gina sends her to the arms of David. A complication arises to spoil Matt and Lauren's second honeymoon when he learns that the drug Laura's taking for her schizophrenia may be life threatening. Also, Dylan is torn between being with Gina or Kelly.

Gina's visiting, self-serving mother, Bobbi, is little help when Gina learns that her trust fund isn't as large as she thought due to her mother stealing from it. Meanwhile, Kelly enlists Dylan's help for a trip to Mexico to help out Matt and Lauren to smuggle medicine for her into the country where Dylan and Kelly's romantic feelings for each other surface once again. But then Lauren thinks that her medication is not worth it and decides to re-commit herself back to the asylum in New York. Back in Los Angeles, Janet tells Steve that her father objects to her relationship with him since he is not Japanese. Also, Donna agrees to go out on a date with David as a distraction from her thoughts about Noah, who eventually learns about her and David's Valentines Day tryst from Gina.

Dylan looks for a strange man after he saves Dylan's life after a jet-ski accident. After finding out that Donna's mother is the one responsible for mismanaging her trust fund, Gina decides to sue Felice for $1.1 million. Meanwhile, Steve acquires a brothel madam's book of her clients to publish for the newspaper in which Matt finds valuable in order to blackmail the prosecutor for a case he is dealing. Kelly becomes torn over being with Dylan or Matt. Also, David advertises for a girlfriend on his radio show and one particular one, a young Hispanic girl named Claudia, responds.

Over Donna's objection, Kelly hires a publicist, named Pia, to boost business for the boutique store. But the devious Gina makes the situation worse when she fans the flames between Donna and Kelly, and Pia just for her own amusement. Over Janet's objection, Steve hires a dwarf, named Lou, to pose as a leprechaun to promote the newspaper during St. Patrick's Day. Meanwhile, Noah gets an offer by a businesswoman, named Jennine, for the Peach Pit's space and must make a tough choice of whether or not to sell out Nat to the offer. When Dylan learns about Noah's situation, he decides to make his own move to buy the building himself. Matt questions his own relationship with Kelly while handling a couple who wants a prenuptial agreement. Also, David's new romance with Claudia appears likely to be short lived when she tells him that she has to move back to Venezuela after her visa has expired.

Dylan's friendly gift to Kelly of fixing a raffle for a dinner date with a rock star upsets Gina who decides make Dylan jealous by hanging out with the person. Meanwhile, Steve is unnerved by a psychic's bitter prediction of him being impotent, until the prediction may ring true. David and Claudia lay the groundwork for their faux marriage in order for her to stay in the country. Ashley, a former high school nemesis of Donna's, asks for her help in her fight against West Beverly High's drama teacher whom Ashley claims molested her years ago. Also, Matt is wary as he prepares to advertise his legal work for a TV commercial with Kelly's help.

Donna becomes a nervous wreck after her parents announce their decision to separate, and Noah tries to help Donna find out why her parents would want to end their marriage. Matt and Dylan team up as pool sharks and end up in a bar fight with some disgruntled losers. Meanwhile, David befriends Sonny Sharp, a former top radio DJ, whom he tries to help make a comeback. Janet and Steve baby-sit Peter, an 11-year-old child prodigy with big college plans. Gina lies about her relationship with a movie celebrity while house-sitting for the person. Also, Kelly finds a truth about her feelings for Dylan after admitting her feelings for him on a live stage while under hypnosis which prompts a cold response from both Matt and Gina.

A bizarre incident catches Dylan and Kelly together when they save a pregnant woman from a mugger in a parking lot, but they let Steve take the credit. Meanwhile, Steve goes undercover at a support group to get a story about sex addicts where David meets and falls for Katie, a member who becomes Steve's sponsor. Matt represents Gina in a salary negotiation when he unwisely suggests pushing for a higher demand for a possible job offer. Also, Donna meets more of Noah's family when he discovers a long-lost relative, a half-sister named Rene, from his late father's double life who's now working in a seedy diner.

Steve goes crazy on a Year 2000 "Y2K" millennium planning, ignoring or avoiding planning a holiday trip with Janet. Noah becomes openly hostile to Matt after he is hired to sue Noah's late father's oil company for environmental pollution in a class action suit. Meanwhile, Katie returns to David and wants to move forward with him, without sex. While babysitting her half-sister, Erin, in her mother's apartment, a hidden camera catches Kelly and Matt having sex in which, as a result of circumstances, ends up in Gina and Dylan's hands. Wayne, a fashion model, makes a play for Donna while Noah pressures her to keep her distance to the guy. Also, Dylan and Kelly deal with the fallout after their fling in Mexico is found out by Gina.

Kelly's car did not actually break down...she received a call from Dylan to meet her at a diner because he was depressed and was thinking about taking drugs again. Kelly went to meet him, and parked on a side street. The attacker started to follow her. He then pushed her into an alley and assaulted her.

Kelly confides in Dylan about her incident and later Donna, while Kelly begins to withdraw into a reclusive state resulting from the traumatic experience. Meanwhile, Matt defends a drug dealer on a burglary charge (who coincidentally happens to be Kelly's rapist), while at the same time, Matt thinks Kelly's odd behavior points to her seeing Dylan again. Donna declines both to move in with Noah or travel with Wayne for his Volleyball tournament. An art critic lauds Steve's photography for the Beverly Beat, prompting him to take more photographs of events. Also, Gina returns to ice skating while David decides to pursue her. But Dylan's presence and the pressure on Gina to qualify for a spot on a skating team makes her bulimia worsen.

A paranoid Kelly begins carrying a gun that Dylan procured for her. Steve throws a wild party at the Peach Pit After Dark when the Beverly Beat receives resounding positive national reviews; Janet doubts her career with the paper. After collapsing right before an ice skating audition, Gina finally confides in David that she has a history with bulimia. Dylan's presence gets in the way. A confused Donna continues to juggle her time between Noah and Wayne until Noah breaks up with her. She sleeps with Wayne & Noah walks in on them the morning after. Dylan offers a $100,000 reward for information leading to the conviction of Kelly's rapist and begins his own search, which leads to dead ends. Meanwhile, Kelly's rapist, Joe Patch, returns with a new case for Matt - to sue the police for excessive violence against him during his arrest.

After Kelly kills her rapist, she is arrested by the police who, though they believe her self-defense story, they still want to prosecute her for possessing a stolen gun. Kelly refuses to reveal that Dylan gave her the gun. Meanwhile, David kicks Dylan out of his house after finding Gina and Dylan in bed. Donna throws Gina out of the beach house after hearing Gina bad-mouth Kelly to TV reporters. Gina moves into Dylan's hotel suite at the same hotel where he lived as a teenager. Noah refuses to associate with Donna or anyone near her, while Donna thinks that her involvement with Wayne was a mistake when all he wants to do is have fun as Kelly is going through hell. Steve is perplexed with Janet's behavior after she tells him she loves him and then later says she's not sure the relationship is working.

Steve mistakenly assumes that Janet's secret is that she wants to break up with him, but when she tells him that she's four months pregnant, Steve does not seem happy. Meanwhile, Donna tries to reconcile with Noah, but he doesn't want to talk to her, considering he's with another woman from the After Dark. Dylan tries to help out Lucy Wilson, a former high school girlfriend living at the Bel Aire Hotel after she is arrested for drug possession. Matt continues to try to help Kelly recover from the shooting by taking her to a support group. Pretending that her car has broken down and that she needs David's help, Gina begins a new plan of revenge against everybody when she keeps David away from the surprise birthday party that the rest of the gang is planning for him at the After Dark.

Dylan is denied college readmission due to a lame essay and missing the deadline to submit his application. Meanwhile, Kelly and Donna prepare the reopening of the boutique, a fashion show of Donna's men's line. Hours before the New York buyers are to arrive for the show, Gina accidentally sets fire to the rack of -of-a-kind men's clothes. Donna's friends assemble to salvage the fashions and the guys step in as models when the actual models are stuck in traffic. When Matt realizes that Gina set the fire deliberately to ruin Kelly and Donna, he uses the information to pressure Gina to help with the show's publicity. Also, the realities of fatherhood strike Steve, who doubts his ability to be a father but doesn't tell Janet.

Steve practices marriage proposals for Janet, who thinks she only wants help to raise their unborn child. Meanwhile, Dylan asks Gina to move out of his hotel suite and into another one because he not only wants space but also because she keeps spending his money. Matt's announcement of his cautious view of marriage angers Kelly, who believes in lifelong commitment. Meanwhile, while representing a woman who wants out of her 15-year marriage at all costs, Matt's belief in his failed marriage increased. David's date, Robyn, joins him on his radio show to discuss their date and its aftereffects on-air. Noah's attitude toward Donna and the others changes when he hosts a new band for the After Dark and he learns that the band leader's cousin was Wayne.

Steve and Janet finally break the news of her pregnancy, which garners hostility from her conservative mother and father, and mixed reactions from his unorthodox father, Rush. Meanwhile, David tries to curb his radio persona in an attempt to make up with Robyn, but is sidetracked by fans wanting more of his love life. Both Matt and Noah offer to move out of the house to make room for Steve and Janet's nursery. Also, Dylan tries to help out a hotel maid who has to bring her two wild sons to work with her. Gina proposes a plan to Noah, to turn the After Dark into a gentlemen's club to make some quick cash.

David's brash, new radio persona received flack from Donna and others, but also high ratings. Meanwhile, Matt and Kelly clash when he goes to court to try to overturn the death sentence for a convicted rapist-murderer, while Kelly also gets a visit from the parents of her rapist. Noah and Gina continue running their secret gentlemen's club in the After Dark, but the place attracts the wrong attention when the police raid it after several nuisance complaints, arresting both Noah and Donna. Gina slips away with David's father, Mel, who's also in attendance. Steve and Janet clash over their plans for Halloween as Steve wants to decorate the house and Janet wants to appear in a band that's playing at a 1980's Halloween party at the After Dark.

Kelly and Dylan are asked to be the godparents of Steve and Janet's baby and so they travel to Ojai to plan their approaching wedding. There, Kelly and Dylan question their link to each other. Meanwhile, Steve hesitates to trade in his beloved Corvette for a mini-van. But then David takes matters in his own hands when a shady performance artist, named Marta, offers $28,000 for Steve's car. A homeless man's death affects Donna which sets her and Noah out to learn the history of the anonymous man. Matt's determination to overturn the death sentence for his imprisoned client continues to anger Kelly. Also, Gina begins blackmailing Mel Silver for $1,000 a week in order to remain silent about his philandering. At the end, when the ever greedy Gina demands even more money from Mel for her silence, he refuses to pay. So, Gina does not hesitate to make an anonymous phone call to Kelly's mother.

Steve and Janet get married.

Kelly finally learns from Mel that Gina had blackmailed him over his infidelity. But when Kelly tells David, he refuses to believe her or anyone thanks to his renewed involvement with Gina and her skill of manipulation. At the same time, Kelly's mother, Jackie, asks Matt to represent her in suing David's father, while their daughter, Erin, shows obvious signs of depression over the breakup. Meanwhile, Dylan goes to bat for Andrew when he loses his job at the community center. But Dylan's victory over the center is bittersweet when word of Andrew's homosexuality spreads among the kids in which they no longer want Andrew around. Kelly also has to deal with Noah's presence in the beach front apartment which takes up space. Also, Steve and Janet's honeymoon is plagued by a series of mishaps and situations one of which includes a loud polka band playing in the room next to theirs.

Janet goes into premature labor near the end of the honeymoon and gives birth to a baby girl, while Steve maintains a vigil through the week as he worries about the safety of Janet and their newborn. Meanwhile, Dylan asks Kelly and Nat to volunteer in a feed-the-homeless Thanksgiving dinner at the community center. Kelly, seeking a way to boost Jackie's mood, asks her to help out with the dinner, while little Erin continues to mope about her parents' separation. Donna learns of a past indiscretion by her father with Gina's mother, which brings out revelations that could threaten to tear Donna's family apart. Also, David becomes uncertain about where Gina stands with him over her breakup with Dylan.

Dylan gives an expensive painting to Kelly as a gift which disturbs Matt thinking that Dylan is trying to buy Kelly's affections again. Meanwhile, Donna finally tells Gina their whole story about that they are half sisters, which throws Gina into anger and frustration. But Donna learns that Noah hasn't told her all of his life story when he tells her that he never went to Harvard. After returning from the hospital, Steve becomes overprotective of baby Madeline. Also, David's jealousy surfaces again when Gina confides in Dylan instead of him with her personal troubles.

As Christmas approaches, Gina's meeting with Dr. Martin as her biological father is awkward and unsatisfying, similar to Janet and her parents when they accidentally run into each other at a Christmas tree lot. Steve eventually confronts Janet's parents and tells them to stop acting cold towards her and him. Donna's mother, Felice, offers to help Gina financially, but she refuses. Meanwhile, Donna can't let go of Noah's accident years ago resulting in the death of his girlfriend which leads to her and him considering breaking up. Also, Dylan loses control in front of kids during a Christmas gathering at the community center when he punches a belligerent neighbor complaining about the center's residents hanging around his house. Matt takes advantage of a client's latest fee to buy Kelly an engagement ring and proposes marriage which she accepts. But Dylan confides in David about him still having strong feelings for Kelly.

The loss of a client's business puts Matt in financial straits because of the engagement ring he bough for Kelly which was paid for with the retainer. Gina tries to help Matt by asking Dylan for the $15,000 Matt owes, but Matt refuses the money because of his own pride and reliance, while he begins lying to Kelly about his financial problems. Meanwhile, Dylan grows uncomfortable about God-parenting to Kelly because of her engagement. David and others benefit from a man's crush on Donna whom she asks out on a date that flops. Also, Noah attempts to fight his loss over breaking up with Donna by hanging out with a pair of wild and crazy swingers, named Josie and her brother Shane, that come to the After Dark every night.

Donna and David meet promising new mates for themselves, she with an unpredictable businessman named Jerry, and he with a law clerk named Chrissy. Meanwhile, Kelly decides to quit working at the boutique store. Soon after being suspended by the state bar for misappropriate use of legal funds, Matt violates his suspension by taking a case of an injured factory worker, until Chrissy finds out and threatens him. The increasingly moody Dylan suffers from the fast-lane acquaintances of Noah's which takes a turn for the worse when both Dylan and Gina are arrested when Josie's stash of drugs is found in the limo they take for a drive. Also, Steve and Janet hire a nanny, named Darby, for baby Madeleine whom Noah asks out on a date.

Matt's older brother, Patrick, pays a visit with his wife and asks Matt for a very personal favor: to be a sperm donor so his wife can have a baby since he is sterile. But Kelly pressures Matt not to agree to the favor. Noah is threatened by Josie's brother, Shane, when Dylan refuses to cover for Josie's drug loss after David destroyed a drug stash to avoid getting arrested. Meanwhile, Steve tells Janet about his previous encounter with Darby who was a wild and crazy nymphomaniac during her days at college. Donna, now running the boutique shop on her own, goes out with a fashion designer, named Dan, while David has a meeting with Camille Desmond, a magazine columnist. Also, Gina gets a promotional job offer, but only if she trains her employer's spoiled son, Michael, for an upcoming prom dance contest his school is giving.

A revenge-seeking Shane and his friend Carl, kidnap Noah and then send a ransom e-mail to Dylan for his release. Dylan agrees to deliver the ransom money without notifying the police, but confides in Steve about the situation. Then Dylan is waylaid by Josie and Shane who plan to kill him and Noah anyway. Meanwhile, Kelly and Matt prepare to go on a couples Valentine's Day game show with Donna and Janet as their coaches. But when Kelly has an attack of nerves, Donna goes on the show with Matt in her place. Donna's father tries to bond with Gina who continues to be uncertain about what to do. Also, David continues his growing relationship with Camille, until the arrival of an ex-boyfriend which puts a form of jealousy and fear in David.

After Dr. Martin dies from a sudden and massive stroke, unspoken accusations regarding his death haunt Gina. But Felice, as always, speaks her mind accusing Gina of bringing on her husband's fatal stroke while Donna gets consul David and the rest of the gang. Meanwhile, Kelly considers taking a job in public relations while Matt's financial situation gets worse. Dylan decides to explore greener pastures when he decides to leave town and Gina decides on the same. Also, Noah has trouble getting over his kidnapping and brush with death which leads to him drinking again. With everyone against her and conflicted by her past, Gina says goodbye to Donna after Dr. Martin's funeral to return to New York, but Dylan decides to stay to be near Kelly.

Dylan becomes intrigued with his past after he and Steve see a live news report showing a group of plane crash survivors, one of whom is the dead-splitting image of his long death father Jack McKay. Dylan tries looking into his family storage locker, but finds it broken into and ransacked. Dylan then goes to see Christine Pettie, the FBI agent who was involved in protecting his father many years ago, but she is not very helpful and advises Dylan to leave this alone. Meanwhile, Noah's return to drinking gets worse when he intrudes on Donna's newest date Eli. Kelly compromises her personal feelings for her new profession when her first PR assignment is to cover gay teen groups in schools. Also, David ponders his further relationship with Camille when the issue of how to satisfy her arises during their first night together, while Donna hires Camille to work at the boutique.

Matt and Kelly aid Dylan in trying to help him find his father in which the search leads them to Arizona where they find Dylan's father, who lives under the alias Eddie Waitkus, and has a wife and young son. Meanwhile, Donna brings Noah at the beach apartment to convalesce for his injuries where he begins to take advantage her loneliness to make the moves on her. Janet becomes worried when Steve reverts to his old partying form when his stepbrother Ryan visits. Also, Camille tells David that she's beginning to resent Donna's constant phone calls to him for support which intrudes on their evenings out.

Jack McKay suddenly shows up at Dylan's front door of his hotel room where he makes him an offer to be a part of his life in which he will leave the witness protection program that he is in. But Dylan is approached by Christine Pettit who warns Dylan about a rash decision that his father is making since he is still a marked man by his former mob partners. So, Dylan tells Jack to go back to his new life in Arizona while he deals with his own. Meanwhile, Steve lobbies for Ryan's return to college who falls under the influence of Noah in bar-tending at the After Dark. David interviews for a radio job in New York City while Donna and Camille worry about this turn of events. Also, Matt reopens his practice after his suspension and his first client is a stand-up comic named Stuart Patton who's jokes are funny only to Matt.

Kelly recruits Steve and Janet's five-month-old baby, Maddy, for a photo ad as part of her first independent PR assignment for a new knock-wurst sausage. But when the plans fall through, Steve decides to step in and volunteer himself for the ad. Meanwhile, Noah meets and becomes acquainted with Ellen, a fellow AA member in need of attention. Matt accompanies Dylan on a motorcycle road trip in the California hills where they Matt unknowingly ingests acid at a desert rave which leads to him spending the night with one of the party girls. Also, Donna's distress over David grows after she catches him and Camille in a compromising sexual position on the floor of the boutique after hours.

Camille continues to get between Donna and David when she decides, but not Donna, to market products from the boutique over the Internet. But David has concerns of his own when Dylan begins working closely with Camille for her on-line web site for the store, and Donna is drawn to the Internet salesman Mitch. Meanwhile, Matt begins having difficulty with Kelly when his guilt over his drug-induced, one-night stand begins to surface. Steve and Janet have a crisis when the dog they are babysitting for kills and eats their neighbor's daughter's pet rabbit and Steve resorts to low means to find a replacement before their neighbors find out. Also, Noah tries helping Ellen get a job to get a new start in her life, but she resents his help which she sees as an intrusion into her life.

Noah helps Ellen get back into AA, but she tells him that she does not see on the same lines as he does for recovery. Meanwhile, Steve invests in Donna's on-line venture after Janet says no to the offer. Matt pads his continuing lie about his one-night-stand to Kelly while Dylan continues lurking around them to see if Matt will give in and confess to Kelly about it. Donna reject Mitch's business style in personal matters when his come-ons become more frequent which leads to him sabotaging her opening night of her web site after she rejects going out with him again. Also, David becomes more grumpy with his relationship with Camille, especially after she volunteers to model for Donna's designs on-line.

Dylan's generous wedding gift of two open-ended airplane tickets vexes both Kelly and Matt who consider moving to Seattle for Matt to interview for a job at a prestigious law firm. Meanwhile, Steve and Janet receive an offer by a businessman to buy their newspaper which Janet will run it where as Steve will not which sets both of them to try out a trial run of Steve being with baby Maddy for a week while Janet runs the office. Donna tells David that she wants to keep their relationship strictly platonic, while Donna's mother, Felice, tells her that she has decided to put the family house up for sale. Also, Noah meets Ellen's family which includes her mother and Ellen's six-year-old, out-of-wedlock daughter.

Camille returns to town after a long vacation with hope of reconciliation with David, unaware of his returning feelings for Donna who finds Camille's presence uncomfortable. Meanwhile, a reported surfing accident in Dylan's area makes Kelly searching for him thinking that he may be dead. When the rumor is false and Dylan turns up alive, Kelly ponders her hidden feelings for him. Janet is offered a better editing job away from the Beverly Beat which makes Steve wary over this turn of events. Also, Noah meets with Ellen again to try to work out their differences and start anew.

After David proposes marriage to Donna, both of them contemplate the matter and finally make a big decision. With Janet's career as a junior editor for the new owner of the Beverly Beat taking off, Steve become conflicted about being an unemployed stay-at-home father for baby Maddy. Kelly, while trying to open her independent public relations company, must make her own final decision on marrying Matt to console him after he learns that his brother in New York has suddenly died, and an uncertain-of-himself Dylan after he gets his college diploma. When Kelly tells Matt that she cannot marry him out of uncertainty, he lets the slip about his one-night stand during the desert road trip. Also, Noah contemplates commitment to Ellen and her daughter, but when he feels he's not ready, he breaks up with Ellen for good.

David and Donna announce their engagement in which all of their friends rush to give them the perfect wedding with Donna's mother, Felice, and Kelly's mother, Jackie, taking over the arrangements and Nat catering for the ceremony and agreeing to escort Donna down the church aisle. Meanwhile, Steve asks Janet to help him form their own publishing company so they both can have time for baby Maddie. Noah returns to Ellen and tells her that he has decided to give their relationship a second chance. At Donna's pre-wedding party, Kelly, Janet, Felice and Jackie are in attendance as well as friends from their past who include West Beverly High principal Mrs. Yvonne Teasley, as well as Andrea Zuckerman and even Valerie Malone. At David's bachelor party, Steve, Noah, Dylan, Nat, and David's father Mel attend the gathering as well as Steve's stepbrother Ryan and former KEG fraternity brother Munz, except for Brandon Walsh who sends his regards to everyone via videotape. The day of the wedding goes without a hitch and at the end, Matt shows up briefly to tell Kelly that he has decided to move back to New York, and she goes back to try to renew her relationship with Dylan.

David's brash, new radio persona received flack from Donna and others, but also high ratings. Meanwhile, Matt and Kelly clash when he goes to court to try to overturn the death sentence for a convicted rapist-murderer, while Kelly also gets a visit from the parents of her rapist. Noah and Gina continue running their secret gentlemen's club in the After Dark, but the place attracts the wrong attention when the police raid it after several nuisance complaints, arresting both Noah and Donna. Gina slips away with David's father, Mel, who's also in attendance. Steve and Janet clash over their plans for Halloween as Steve wants to decorate the house and Janet wants to appear in a band that's playing at a 1980's Halloween party at the After Dark.

Steve goes crazy on a Year 2000 "Y2K" millennium planning, ignoring or avoiding planning a holiday trip with Janet. Noah becomes openly hostile to Matt after he is hired to sue Noah's late father's oil company for environmental pollution in a class action suit. Meanwhile, Katie returns to David and wants to move forward with him, without sex. While babysitting her half-sister, Erin, in her mother's apartment, a hidden camera catches Kelly and Matt having sex in which, as a result of circumstances, ends up in Gina and Dylan's hands. Wayne, a fashion model, makes a play for Donna while Noah pressures her to keep her distance to the guy. Also, Dylan and Kelly deal with the fallout after their fling in Mexico is found out by Gina.

Kelly recruits Steve and Janet's five-month-old baby, Maddy, for a photo ad as part of her first independent PR assignment for a new knock-wurst sausage. But when the plans fall through, Steve decides to step in and volunteer himself for the ad. Meanwhile, Noah meets and becomes acquainted with Ellen, a fellow AA member in need of attention. Matt accompanies Dylan on a motorcycle road trip in the California hills where they Matt unknowingly ingests acid at a desert rave which leads to him spending the night with one of the party girls. Also, Donna's distress over David grows after she catches him and Camille in a compromising sexual position on the floor of the boutique after hours.

Sophie makes her presence felt at the Beverly Beat when she offers to Steve and Janet to construct an Internet web site for the newspaper while continuing her clandestine affair with David, but Steve finally finds out about them after accidentally seeing Sophie and David doing something on the live Internet Web page. Meanwhile, Noah turns to Valerie instead of Donna for help after he is arrested for drunk driving, and a young lawyer, named Matt Durning, approaches him for representation for free of charge since Noah and his entire family is now broke from Noah's late father's dirty business dealings. With Brandon away in Washington D.C. for a job interview, Kelly proposes a business partnership to Donna of opening their own boutique shop. Also, Valerie's so-called "mistake" about seducing Carl in Las Vegas comes out which results in Carl breaking up with Abby which prompts her to threaten Valerie.

Matt's older brother, Patrick, pays a visit with his wife and asks Matt for a very personal favor: to be a sperm donor so his wife can have a baby since he is sterile. But Kelly pressures Matt not to agree to the favor. Noah is threatened by Josie's brother, Shane, when Dylan refuses to cover for Josie's drug loss after David destroyed a drug stash to avoid getting arrested. Meanwhile, Steve tells Janet about his previous encounter with Darby who was a wild and crazy nymphomaniac during her days at college. Donna, now running the boutique shop on her own, goes out with a fashion designer, named Dan, while David has a meeting with Camille Desmond, a magazine columnist. Also, Gina gets a promotional job offer, but only if she trains her employer's spoiled son, Michael, for an upcoming prom dance contest his school is giving.

Steve mistakenly assumes that Janet's secret is that she wants to break up with him, but when she tells him that she's four months pregnant, Steve does not seem happy. Meanwhile, Donna tries to reconcile with Noah, but he doesn't want to talk to her, considering he's with another woman from the After Dark. Dylan tries to help out Lucy Wilson, a former high school girlfriend living at the Bel Aire Hotel after she is arrested for drug possession. Matt continues to try to help Kelly recover from the shooting by taking her to a support group. Pretending that her car has broken down and that she needs David's help, Gina begins a new plan of revenge against everybody when she keeps David away from the surprise birthday party that the rest of the gang is planning for him at the After Dark.

Dissatisfied customers of Steve's pick-up technique video take him to small claims court due to poor results. Meanwhile, Gina reluctantly continues to care for Dylan, who gets arrested after breaking into the late-Marchette's old house to look for him, as well as drug possession. Donna and Noah struggle to find a place to be alone at her parents' house after they go away for a vacation together. Also, David has to back up his lie to Gertrude regarding his past and current life. Kelly second-guesses herself with Matt after thinking that her past with Dylan is making him uncomfortable.

Matt is put into a dilemma when his long-estranged wife, Lauren, suddenly arrives in town from New York after spending years in an insane asylum and wants to make up for lost time while Kelly becomes suspicions of Matt's sudden behavior. Meanwhile, Gina becomes jealous when a former drug addict, named Linda, agrees to sponsor Dylan's recovery. At the same time, Dylan finds trouble on his new community service job at a freeway construction site with the abusive foreman and a struggling co-worker. Also, Steve and Noah declare a war of practical jokes after Noah cheats at strip poker, which apparently takes a serious turn when a man suddenly drops dead and Steve and Donna try to retrieve the corpse from a missing refrigerator. David meets a young woman whom he asks out to the movies only to have her stand him up.

Donna becomes a nervous wreck after her parents announce their decision to separate, and Noah tries to help Donna find out why her parents would want to end their marriage. Matt and Dylan team up as pool sharks and end up in a bar fight with some disgruntled losers. Meanwhile, David befriends Sonny Sharp, a former top radio DJ, whom he tries to help make a comeback. Janet and Steve baby-sit Peter, an 11-year-old child prodigy with big college plans. Gina lies about her relationship with a movie celebrity while house-sitting for the person. Also, Kelly finds a truth about her feelings for Dylan after admitting her feelings for him on a live stage while under hypnosis which prompts a cold response from both Matt and Gina.

The loss of a client's business puts Matt in financial straits because of the engagement ring he bough for Kelly which was paid for with the retainer. Gina tries to help Matt by asking Dylan for the $15,000 Matt owes, but Matt refuses the money because of his own pride and reliance, while he begins lying to Kelly about his financial problems. Meanwhile, Dylan grows uncomfortable about God-parenting to Kelly because of her engagement. David and others benefit from a man's crush on Donna whom she asks out on a date that flops. Also, Noah attempts to fight his loss over breaking up with Donna by hanging out with a pair of wild and crazy swingers, named Josie and her brother Shane, that come to the After Dark every night.