Brandon and Kelly must face an uncertain future together in the wake of their canceled wedding. Valerie receives the results from her HIV test, which lead her to make a shocking confession about her fathera 's death. Meanwhile, Donna and Noah are torn apart when Noaha 's fortune is taken away; and Steve falls for Sophie Burns, who has her eye on Davida 's money.

Tensions are high between Brandon and Kelly when she goes to him to help save the clinic from budget cuts. Noah and Donna work together to help Noah reconnect with his father, but a tragedy comes between them forever. Meanwhile, Sophie continues to string Steve along all while keeping her eye on David, and Valerie receives a shocking surprise when she tries to contact her mother.

Abby, Valeriea 's mother, announces her plan to get married in Las Vegas, but Valerie goes to large extents to prevent the marriage from happening. In Vegas, Kelly realizes that she is still in love with Brandon. Meanwhile, Noah and Donna continue to fall apart as Noah grieves his fathera 's death; Brandon rethinks his career after learning facts about Mr. Huntera 's past; and Sophie continues to lead Steve on while seducing David at the same time.

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Kelly notices that a store is for lease and decides that she and Donna should open a boutique. While looking over the space, she meets attorney Matt Durning (the guy she was checking out). Noah cannot bring himself to deliver his father's eulogy. He is arrested for drunk driving that night, and Kelly suggests that Matt represent him.

Although Kelly insists that she doesn't need his help, Brandon writes a story about the custody case. Brandon decides that he wants to stay in Los Angeles, but Kelly urges him to take the job and pursue his dreams. The gang throws a surprise going-away party for Brandon. Before departing, he convinces his parents to let Steve, Val and Noah stay in the house.

Lenny receives joint custody of his daughter. After he explodes in a rage during his first visit, Kelly decides to help Leah and her daughter skip town and assume a new identity. Lenny follows them, realizes what they are planning, and attacks Leah. Matt, bothered by a guilty conscience, helps Leah obtain the necessary identification to start her new life.

As Kelly and Valerie pack Brandon's belongings for shipment, Kelly discovers a letter in which Val advised Brandon not to marry her. She turns everyone against Val and gets them to boycott her Thanksgiving gathering. Hoping to help Kelly understand Valerie's behavior, David details her troubled childhood. Although Val is not interested in her pity, Kelly insists on helping with Thanksgiving dinner.

David is arrested for statutory rape and gets suspended from his radio show. Dylan bails him out of jail, then learns from Mrs. Teasley that Denise is a troubled girl who receives little attention from her parents. Dylan confronts Denise's parents and--speaking from his own experience as a neglected teen--explains that their daughter's actions are a cry for help.

After Kelly's grandfather nearly dies of pneumonia, she reluctantly gives the doctors permission to hook him up to a ventilator. Jackie and Kelly realize that the machines are taking away Ed's dignity without improving his condition. They decide to bring him home to spend his remaining time with his family. Kelly grows angry with Matt when he takes a case defending a tobacco company.

Sonia thanks Donna for helping her get out of the gang. Steve mistakenly pledges $1000 per hour for an AIDS dance-a-thon at the club; he wanted to donate a total of one thousand dollars. He tries to keep his costs down by sponsoring Muntz and his wife, only to find that they have been working with a personal trainer. The couple wins the contest, but The Beat ends up making money when Steve's generosity attracts new advertisers.

Gina finds heroin in Dylan's jacket. He throws out his stash to prove himself, but continues to get high. Dylan tries to visit Toni's grave, only to find that it has been moved. He buys a gun and heads for Marchette's house in the hopes of learning the new location. Kelly balks at sleeping with Matt.....

Dylan storms into the Marchette mansion and holds a couple at gunpoint. They tell him that they purchased the house from Marchette's estate; he committed suicide a few weeks after Toni's death. Gina pushes Dylan away when he continues to use heroin. The cops pull him over on suspicion of breaking and entering, and find drugs and a gun on his bike.

Donna is not seriously injured, and forgives Dylan for the accident. Dylan's friends encourage him to check into rehab. Kelly acts very pushy and suggests that Gina and Matt are responsible for Dylan's problems. Dylan sneaks out the bathroom window and attempts to go through withdrawal on his own. Kelly finds him lying on her doorstep and takes him to the hospital.

Matt flies to New York to visit Lauren, who has spent the past three years in a mental institution. She returns to Los Angeles with Matt, but he is reluctant to introduce her to Kelly. David and Gina see the couple kissing on the street. Kelly angrily breaks up with Matt, then decides that she will fight for him. Matt informs Kelly that Lauren is his wife. Dylan performs community service on a road crew. He objects to the tyrannical foreman’s treatment of one of the other workers, an upstanding family man. Dylan gets into a fight with the foreman; he must smooth things over to spare his friend from an unfair punishment. Dylan angers Gina by confiding in his sponsor while shutting Gina out. David meets a woman who may be his perfect match, but she seems to have stood him up. Steve and Donna engage in a war of practical jokes with Noah after they catch him cheating at strip poker.

Although he loves Lauren and feels obligated to help her readjust to society, Matt expresses a desire to stay with Kelly. Kelly tries to maintain her relationship with Matt, but realizes she must bow out following a plea from Lauren. Donna becomes furious upon discovering old photos of Gina kissing Noah at the amusement park. She agrees to pose as David’s girlfriend at a business function, where they keep up appearances by kissing for a photograph. They later kiss in David’s truck. Donna feels guilty and forgives Noah; Gina drops hints suggesting that she slept with him. Steve discovers an irregular mole and fears that he may have skin cancer. He vows to turn his life around and apologizes for taking Janet for granted. She sleeps with him, but he returns to his old ways after tests come back negative. Dylan tries to keep his mind off drugs by having sex with Gina in public places. Gina lashes out at Dylan, as she feels that he is using her.

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Kelly and Dylan agree to go to Mexico and obtain medication for Lauren. Kelly has second thoughts about their mission. She sleeps with Dylan, then decides that she doesn’t want to buy the drugs. Dylan confuses Kelly when he starts babbling about their relationship to the customs official. Dylan explains that he got the medicine, and needed to distract the customs official to keep him from searching the car. Lauren elects not to take the pills, as she would rather return to the institution and hope for a cure. She asks Kelly to watch over Matt and help him get on with his life. Donna agrees to a date with the persistent David. She rejects Noah’s pleas for a reconciliation and asks for time to make a decision. Gina discovers that her mother spent most of the money she earned skating as a minor. Donna encourages her to sue the trustee who failed to protect her interests, and is stunned to find that it is Felice. Janet hides her relationship with Steve from her father, who only wants her to date Japanese men. After Steve professes his love, Janet tells her father the truth and gets thrown out of the house.

Gina decides to sue Felice for $1.1 million for the money her mother misspent and "pain and suffering." Donna, torn apart by her family’s bickering, runs crying to Noah. She doesn’t believe that David has a right to be angry, but later apologizes and claims that he is just lonely. He follows her advice and uses his radio show to field offers from potential girlfriends. He loses track of the woman who most interests him, and eventually discovers that she works for a cleaning service that cleans the club. Donna convinces her mother to repay Gina the $60,000 she lost. Gina and Bobbi had actually orchestrated a scam to rip off Felice; they celebrate their success. Matt learns that Lauren has filed for divorce. Kelly wants to take things slowly, but cannot stay away from Matt. Dylan nearly dies in a Jet Ski accident. He tries to track down the guy who revived him. He learns that the man, devastated by the death of his little brother, had planned to commit suicide. Dylan funds a new children’s playground at the hospital, and encourages Tim to help with the construction as a tribute to his brother. Steve purchases a madam’s black book and considers publishing information about the woman’s famous clients. Matt uses the book to blackmail a district attorney into freeing his client, an innocent teenager accused of drug dealing because of her race.

Noah faces foreclosure after failing to make his mortgage payments on the Peach Pit-After Dark building. He accepts an offer from a restaurant owner willing to pay much higher rent, and decides to terminate Nat’s lease. Noah ignores a warning from Dylan, who buys the building so that Nat can stay. Claudia reveals that her visa will soon expire; David vows to help her stay in the country. When a job offer falls through, David agrees to marry Claudia. As a promotion, Steve has a man dress up as a leprechaun and promises a "pot of gold" to the person who catches him. A butcher takes the offer seriously and demands a reward, then pulls out a knife when Steve is unable to pay. The man breaks down in tears and explains that his son needs heart surgery. The paper helps finance the operation, thanks to donations sent in by readers touched by the man’s plight. Kelly and Donna clash when Kelly hires a public relations guru to attract more attention to the store. Kelly fears that Matt’s experience with Lauren will cause him to play it safe in all future relationships.

David and Claudia proceed with plans for their wedding, and attempt to document their relationship to avoid suspicion. Claudia realizes that David is having doubts; she elects to return to Venezuela and apply for another visa. Dylan rigs a raffle so that Kelly can have the opportunity to meet her favorite singer. Gina goes to the man’s hotel room, claiming to be Kelly. She spends the night at the hotel to make Dylan jealous, although she later insists that nothing happened. Kelly helps Matt film a television commercial to solicit new clients. Matt fears that Kelly does not like him for himself, and suspects that she is hung up on Dylan. Donna designs costumes for a production at West Beverly, where an acquaintance accuses the drama teacher of molesting her during her teen years. Donna does not believe her claims, until the woman explains that she drove Donna away from the drama class to protect her. Donna and Ashley take action after discovering that the teacher made inappropriate advances toward a current student. A psychic, bitter over her firing by The Beat, makes a prediction that causes Steve to develop performance anxiety.

Donna deals with her parents decision to separate. Steve and Janet help a child prodigy be a kid, and David helps a washed-up DJ regain his career. The group is all at a magic show, and Kelly reveals a damaging secret while hypnotized.

Kelly and Dylan run into each other at the market and share a cup of coffee. They subdue a man who tries to attack a pregnant woman and her child, and help the woman get to the hospital to have her baby. When the press approaches Kelly, she identifies Steve as the hero because she and Dylan don’t want to admit that they were together. Steve initially relishes the attention, but soon suffers from a guilty conscience. He confronts Kelly and Dylan and states that everyone can tell that they want each other. Kelly plans to tell Matt the truth, while Dylan considers breaking up with Gina. Gina receives an offer to become a skating commentator, but loses the job (partially because of Matt’s hardball negotiating technique). Matt apologizes and offers Gina work as his assistant. Dylan cannot bring himself to break up with Gina while she is in this vulnerable state. Kelly tells Matt that Dylan was the hero, but stops short of disclosing the fact that she slept with Dylan in Mexico. Noah reveals that he has a half-sister, who is working at a nearby diner. Donna learns that the woman is moving away and manages to arrange a meeting with Noah. Steve visits a group for sex addicts in the hopes of uncovering celebrity dirt. David makes a date with Katie, the group leader.

Kelly and Matt babysit Erin, and have sex in the living room after she goes to sleep. They do not realize that Mel and Jackie have set up a video camera to observe prospective nannies with Erin. Erin switches the tape with a copy of "There’s Something About Mary," and the illicit video ends up in Dylan and Gina’s hands. Dylan becomes furious, prompting Gina to suspect that he still has feelings for Kelly. She believes that Dylan is trying to overcompensate by arranging a private concert by Monica, and tricks him into admitting that he slept with Kelly in Mexico. Matt breaks up with Kelly, who reminds him that he was married at the time. He forgives her after she insists that she never revealed the truth because she did not want to add to his woes. Donna asks Wayne, a good-looking pro beach volleyball player, to model her new line of men’s wear. Matt files a lawsuit on behalf of cancer victims against a number of companies that polluted the environment--including Hunter Oil. Noah refuses to cooperate, and suggests that he and Donna live together so that he can move away from Matt. Donna hesitates because of her attraction to Wayne, whom she kisses in a restaurant. Steve panics about the possibility of massive computer failure on New Year’s 2000, and becomes obsessed with stockpiling supplies. Janet believes that he is just trying to avoid the romantic vacation they had planned for New Year’s. Steve explains that he is gun-shy about relationships because Celeste, Carly and Clare all dumped him; Janet promises not to leave. Katie sleeps with David, then has difficulty dealing with it and says she must abstain for at least a year. David admits that he cannot handle this, and breaks up with her.

Kelly receives medical treatment and files a police report. She tells Dylan what has happened, and stays over at his house for several nights. She also confides in Donna, but cannot bring herself to tell Matt. He notices her odd behavior and suspects that she is seeing Dylan. Kelly receives counseling from a rape crisis center, but still feels extremely vulnerable. Dylan gets her a gun. Matt helps a thief gain his release through a technicality. His client is the same man who raped Kelly, and they nearly run into each other. Although Dylan warns that she is still fragile, David asks Gina on a date. He supports her as she tries out for a spot in an ice show. Gina does not emerge for her audition; she has passed out in the bathroom after purging. Wayne asks Donna to accompany him to Acapulco for a volleyball tournament. She turns him down because she does not want to shake up her life. After one of his photographs receives acclaim, Steve tries to impress Janet by becoming a professional photographer.

Kelly tells Matt about the rape. Dylan puts up a $100,000 reward for information leading to the capture of the rapist. Some men try to ambush him and take the money, but Matt helps chase them away. Joe asks Matt to help him file a lawsuit charging police brutality. He goes to Now Wear This and finds Kelly working alone. When she recognizes him, he locks the door and brandishes a knife. She pulls her gun out of her purse and fires off a round of shots. Noah breaks up with Donna because he does not trust her. Believing that Donna’s behavior stemmed from concern for Kelly, he comes over to apologize. He finds that she has slept with Wayne, and refuses to give her another chance. Wayne leaves for the summer to play in a series of tournaments. However, he then takes a job in Los Angeles and tells Donna that he wants to be with her. Gina confides in David about her bulimia and seeks refuge at his house. David erupts after finding Gina in bed with Dylan. Steve and Janet throw a party to celebrate the fact that The Beat is finally showing a profit. Janet still feels uneasy about the paper’s sleazy material. Steve expresses remorse about their objectionable treatment of women; he allows a support group for victims of sexual abuse to meet in the offices.