Michael and Kimberly have sex in an elevator at the hospital. Alison later sees them making out in the hospital parking lot after her doctor's appointment. Alison confronts him, but he warns her to mind her own business. Kay sends a burned-out Jane off to have lunch with Michael. Jane learns that he is eating down the street from the hospital, and finds him dining with Kimberly. Kimberly feels uncomfortable after this, and wants to end the affair. Michael spends his day off at the beach with Kimberly, who decides that she will take whatever time she can spend with him. When Jane calls the hospital, she is surprised to learn that he is not on call. She later finds sand in his shoes. Amanda propositions Billy at Lucy's engagement party, and Alison becomes jealous after seeing Amanda kiss him. Jo advises Alison to make a move on Billy, but Amanda invites him to her house before she has the chance. He comes home and wakes up Alison to assure her that he didn't sleep with Amanda. Aman

Jo, Alison and Billy go to Steve's ranch for the weekend. Billy is unhappy about Steve's attraction to Alison. Jo declines to sleep with Steve because she realizes that she hasn't gotten over Jake. Steve admits that he is also harboring feelings for someone, and suggests that they break up. Jo confronts Alison after deducing that she is the one for whom Steve is pining. Steve and Alison later share a kiss. Jake forms a friendship with Palmer and tries to get Amanda to open up about her childhood. Jake suspects that Palmer is engaging in fraud. Michael convinces Kimberly to stay at the hospital instead of moving back to Cleveland, and promises to remain professional.

Billy manages to sneak out of Amanda's apartment without detection. Alison asks him for a reconciliation, but he turns her down. Matt promises Nikki a Christmas party. Billy and Jake look for a tree for the courtyard, and end up running into Jo and Alison. Billy tries to fly home for Christmas, but can't get a flight. He plays Santa at Nikki's party. Alison finds him sneaking a present into her stocking during the night. They apologize and renew their relationship. A temporary nurse prompts Michael to reflect on his behavior. He apologizes to Jane and Robert. Sydney goes to confession and gives up hooking. Nikki returns to Russia.

Sydney and Jane get into a catfight in the pool after Syd tries to take Jane's wedding dress (a family heirloom). Their mother comes to town, but cannot talk Syd out of the marriage. Michael and Sydney are married at the beach house, with only Matt in attendance. Inspired by a dream, Michael decides to take Syd on a honeymoon and murder her. Jo learns that she is pregnant with Reed's child, and plans to have an abortion. Jake takes her to dinner instead of dining with Amanda and her boss. Amanda is jealous of the amount of time Jake is spending with Jo, until she learns about the pregnancy. Jo decides to have the baby. Billy's co-worker Celia and Alison (inspired by a comment from Amanda) lay a guilt trip on him until he buys Alison a more expensive engagement ring.

Kimberly threatens Sydney when she tries to stake her claim on Michael. Syd's business party is crashed by a newly freed Lauren, who breaks their earlier agreement and demands $15,000 by the end of the week. When Jane refuses to help her, Sydney takes a job as a stripper. Kimberly is still disturbed by Michael's marriage to Sydney, and makes plans for revenge. Alison is annoyed when Amanda hires her mother's fiancé, Chas. He refuses to take his share of the work, and ingratiates himself with Amanda by helping her smooth things over with Hillary. Alison later catches Amanda and Chas kissing in a conference room. Jo conducts a photo shoot with her model friend, Sarah, aboard the Pretty Lady. They are forced to stay for a few hours when the boat experiences engine trouble, and Jake and Jo nearly rekindle their romance. Sarah seeks refuge at Jo's apartment after her visiting boyfriend Hank attacks her. Hank shows up at Jo's doorstep and tries to come after Sarah. When Jo steps between them

Jo is certain that Amanda will not gracefully bow out of her relationship with Jake. Hillary refuses to believe that Chas tried to seduce Amanda. Chas files a $10 million sexual harassment suit against Amanda, and the agency does not support her. She turns to Jake for consolation. Sydney is assaulted by three hookers when she invades their turf. Kimberly comforts her and pays her rent. She convinces Syd to participate in her plot to kill Michael, and they plan the crime over ice cream. Michael stands in the way of Jane's plans to expand her business. Billy's college friend Rob comes to town to serve as his best man, and gets along well with Matt. Billy is stunned to see them kissing in the courtyard.

Jake sleeps with Amanda. Jo catches him coming out of her apartment half-dressed. Jake insists that he doesn't want to reunite with Amanda, but Jo breaks up with him. Amanda tries to make nice with Alison in the hopes of convincing her to not to testify on Chas's behalf. Kimberly drugs Michael, and she and Syd leave him in his car with the engine running. However, Jane revives him when she and client Chris Marchette come over to discuss a business deal. Before the wedding, Michael refuses to sign off on Jane's business proposal, so she threatens to kill him. Kimberly steals Jane's car keys. As Alison is about to walk down the aisle, her father's words of reassurance trigger a repressed memory. She realizes that her father molested her during her childhood. He threatens to kill her if she tells anyone. Alison fails to emerge for the ceremony, and Jane and Billy discover that she has fled through the window. She seeks refuge at her sister Meredith's San Francisco home, unaware that her f

The trial to determine custody of Jo's baby begins. The Carters' attorney raises many doubts about the character of Jo's friends and neighbors, but Jo shines on the stand. Kimberly learns that she cannot have children because of injuries suffered in the car accident. Alison gets drunk at a client party and leaves with a hard-living music business scout named Zack Phillips. Bruce suffers a heart attack while dancing at the event, and Peter suggests that Amanda use the opportunity to seize control of the agency. Alison is unable to testify on Jo's behalf because she is stoned following a night of partying with Zack. The judge awards custody of the baby to the Carters. Matt questions his relationship with Jeffrey due to the illness, but the two decide to commit to each other.

Rikki commits acts of vandalism against Jo, Jane and Jake, who believe that Syd is responsible for the crimes. The isolated Sydney is forced to turn to Martin's cult for comfort. The visiting Meredith admits that she has never slept with a man because of the trauma of the childhood abuse. She tries to seduce Billy. The new chief-of-staff institutes mandatory psychological testing for the staff. Kimberly's test proves that she is extremely disturbed and highly dangerous. She has some men on the street assault test coordinator Matt, then changes her results while he is out of commission. John Rawlings, the police detective investigating the case, befriends Matt. Billy is concerned by Amanda's deteriorating health, and asks Michael to check her out. Amanda is horrified when tests reveal that she has Hodgkin's Disease.

Amanda and Michael clash over the treatment of her cancer, but she eventually realizes she must turn to him for support. Amanda shares her condition with Billy, but asks him to keep it a secret. Alison pries the truth from him after he seems a little too tolerant of Amanda's behavior. Sydney attends a retreat with Rikki and other cult members. She finds it unsettling when Martin demands that his followers try to scam money from their families, and decides to leave after seeing Martin in bed with two women (including Rikki). Martin agrees to let her go, but he and Rikki pursue her and throw her into an underground pit. John pulls Kimberly out of her car and threatens her at gunpoint after learning that she orchestrated the attack on Matt.

Martin lets Sydney out of the pit and talks her into staying. Jane and Jake drive to Tucson to rescue Syd, but she refuses to leave with them. They return the following day, and Sydney is alarmed when Martin asks her to shoot her sister. She instead shoots up the camp and flees with Jake and Jane. Kimberly is furious to learn the role Michael is taking in Amanda's treatment. Matt nixes a relationship with John. Jo goes on a ride-along with John to get photos for an underground magazine, and secretly snaps pictures of John beating a drug dealer. She claims she didn't see anything, but John trashes her apartment. Billy and Alison spend a platonic Valentine's Day together.

Michael and Amanda fly to New York to try to get her into an experimental treatment program. Kimberly sabotages their chances by phoning the doctor and telling him that Michael has a personal agenda. She also convinces Amanda that her condition is terminal. Michael tells Amanda that Kimberly is a liar, and persuades the doctor to accept Amanda as a patient. Amanda is taken aback when Michael kisses her, but she later sleeps with him. John holds Matt and Jo at gunpoint after they turn incriminating evidence over to the police. With Amanda out of town, Billy and Alison fumble away a big account. Jane convinces Jake to rehire Sydney. Syd is grateful, until she learns that her sister is dating Jake.

Kimberly comes home to discover that Amanda has been staying at her house. Amanda begins to recover from her illness, and asks Brooke to help her undermine Alison. Kimberly tries to use the $100,000 settlement from the city to keep Michael away from Amanda. He accepts her offer, but later files for divorce. Kimberly overdoses on pills, and Michael doesn't try to revive her. Alison turns into a tyrant at the office and alienates Jo during a photo shoot. Alison gives Brooke a full-time job after she convinces her father to let them use his house for a shoot. Brooke reveals that she is engaged, but later comes on to Billy in a restaurant bathroom. Jess unexpectedly arrives in Los Angeles. Jake gives him a job and a place to stay. Sydney suspects that Jess is using his brother.

Michael is forced to call an ambulance for Kimberly when Sydney shows up at the beach house. Sydney swipes Kimberly's suicide note. Kimberly pays Syd $50,000 to plant pills at the beach house and incriminate Michael. Michael pays Sydney another $50,000 for the suicide note. He threatens to turn it over to the medical board unless Kimberly leaves town. Amanda laughs at Michael's marriage proposal and says that she no longer needs him. Alison rehires Amanda at D&D. Amanda and Brooke conspire to make Alison look foolish. Brooke reveals that she has broken her engagement. Billy turns to Brooke for companionship after Alison gives him the cold shoulder. Jess steals a credit card from one of the customers at Shooters and uses it to pay for a dinner with Jake and Jo. Jake and Jess squabble when Jake suspects the card is stolen.

Jake suspects that Jess is responsible for his shooting, and is unmoved when Jess keeps Shooters open in his absence. Brooke replaces Alison's love note with a letter in which she states that long distance relationships cannot work. She also complicates Alison's efforts to get in touch with Billy. Billy proposes to Brooke along the boardwalk. Paul says that he is getting a divorce, and asks Matt to help him move out. He then stays inside the house and tells Carol that Matt is stalking him. Kimberly tries to convince everyone that Michael is stalking her, and makes Amanda believe that he vandalized her car. Kimberly trashes the beach house and scratches her own face. She calls the police, then stages a fight with Michael so that he will be arrested. When Kimberly returns to her motel room after a court hearing, a creepy man's image appears in a mirror and talks to her.

Peter bails Michael out of jail. He explains that he only served a few days of jail time, and asks Michael to testify on his behalf before the medical board. The demon tries to goad Kimberly into committing acts of violence against her enemies. Sydney breaks into Kimberly's motel room and discovers a grotesque photo collage of Syd and others. Sydney and Michael's warnings about Kimberly are ignored by the police. Kimberly confronts Peter about his alliance with Michael, and he expresses a romantic interest in her. Amanda tells Alison that Billy and Brooke are getting married. Alison realizes that Hayley hired her to get her out of Brooke's way. Jo rejects Jess's hasty marriage proposal. Jane's firm faces foreclosure. Jane aggressively pursues a famous designer named Richard Hart, and is hired by his ex-wife's firm. Paul tells Matt that Carol has moved out, but she is actually just out of town for the weekend.

Amanda is incensed when Brooke secures Jack's cable company as a client for D&D. Michael hires a waiter and aspiring actor named Mark Paul to impersonate Henry. Amanda holds a ""We Survived the Blast of '95"" party in the courtyard. Kimberly receives permission to drop by the party with Peter to apologize for her actions. Amanda agrees to forgive her. Mark Paul hides in the laundry room and startles Kimberly. Jane declares war on Jo over the broken engagement. Shelly throws herself at Jake during the party, as Jo is working late with Richard. Alison sleeps with Hayley. Brooke tries to convince Alison that Hayley is a womanizing pig. Matt's parents suggest that he use his settlement to return to medical school. Matt's father dies of congestive heart disease. When Amanda goes to Jack's house for dinner, she learns that his fiancée does not exist. He declares that he will never let go of Amanda.

Jack dies following his tussle with Amanda. Sydney blackmails Amanda and Peter, demanding half of Amanda's share of the estate. Amanda sells her share for a dollar in exchange for the sealing of the autopsy records. Kimberly grows tired of living under Peter's roof. Amanda and Peter realize that Sydney is more interested in Michael than any money. Amanda leases Sydney's apartment to Kimberly, and sends Syd off to live at the beach house. Hayley proposes to Alison. Alison goes on a business trip with Billy. Their plane is forced to land in the desert, and Alison tries to share her feelings as they await repairs. Billy interrupts with the news of Brooke's pregnancy. Alison and Hayley are married in Mexico. Jo follows Richard to Hawaii and quickly sleeps with him. Matt learns that Michael altered his test results.

Billy makes the presentation in Alison's place. When Brooke arrives, Billy claims that he slept with Alison (in order to prevent Brooke from finding out that she is off the wagon). Brooke learns that she is not really pregnant, but doesn't share the truth with Billy. Kimberly suggests that Sydney organize the hospital Christmas party to boost Michael's career. Bobby agrees to host the event. When Jane monopolizes Michael's time, Sydney slips tranquilizers into her drink. Jane and Michael head upstairs. As Michael is called to the podium to give the keynote address, he runs out of a bedroom in his underwear and says that Jane collapsed. Richard and Jo plan to force Jane from the business, but Jo has a change of heart when Jane extends an olive branch. Matt and Alan get closer.

Alison tries to show some sensitivity toward Brooke, who responds by trashing Alison's apartment. When Billy confronts Brooke, she goes ballistic and throws dishes and pasta across the room. A fed-up Billy walks out on her. Amanda breaks up with Peter to pursue a relationship with Bobby. Peter flirts with Bobby's lawyer, Alycia (who defended Matt against the murder charge). Alycia tells Jake that her (unidentified) client has bought his loan from Monty. Michael agrees to come home from Peter's if Sydney can get Jane out of the beach house. Syd tries to dump her off at a cheap convalescent home, but Jane refuses to go. Sydney leaves Jane on the beach while she has dinner with Michael. Jake saves Jane from drowning. Jo believes Richard's claims of innocence regarding the pills. Alan wins a role on a soap opera.

Peter learns that Alycia is dead. Amanda punches him for setting up Bobby, but later forgives him. Kimberly resurfaces and agrees to serve as Peter's alibi. However, she has turned into Betsy again. She injects Peter with a paralyzing drug and has him committed to a mental hospital that she is temporarily running. Alison stops Jake from killing Richard. Jane tries to file rape charges, but learns that she has no case. Jake and Alison are stunned when Jane says that she is continuing her partnership with Richard. Jane is actually planning revenge, and begins hanging around the shooting range. Billy asks Jake to help him win back Alison. Matt is accidentally injected with tainted blood during a struggle with a street kid at the hospital.

Jane suspects that Richard is still alive. Sydney suggests that they dig up the body to alleviate her sister's fears. They find that the body is gone, and someone has left a note threatening to turn the sisters in to the police unless they pay him $50,000. After initially trying to use counterfeit money, Jane and Sydney take the cash to the gravesite. Richard appears and points a gun at them. Michael finds Kimberly, who explains that she cannot remember the night of Bobby's murder. Peter is injured after picking a fight with a prison guard. Alison decides to move out of the building so that she and Jake can have time alone. Matt steals Michael's prescription pad to get access to more pills. Taylor convinces Kyle that they should buy a restaurant in Los Angeles.

Jane slashes Alison's tires. Jake catches Jane following Alison and him, and orders her to stop stalking them. Jane files a restraining order against Jake. Sam pushes Billy away after Jane shares details of his past, but Billy is able to win her trust. Amanda denies Craig's attempt to undermine her in front of a client. Amanda becomes annoyed when Peter neglects his job and begins hanging out at Kyle's restaurant and drinking heavily. Michael sleeps with Megan, the woman he met while jogging. Sydney tells Kyle that the artist she represents is a Russian immigrant named Samuel Kirov, and offers to sell him the painting. Samantha reluctantly agrees to this deception. Matt is thrown out of medical school, and suspects that the doctor at the rehab facility, Dan Hathaway, squealed on him. Dan tells Matt that the classmate who got him hooked ratted on people after he was busted. Dan helps Matt get back into school after he agrees to counseling.

Sydney resents Jane's new relationship with her mother. Sherry lies about the identity of Jane's biological father, but later reveals that he was a producer with whom she had slept to win a part. Amanda and Craig take a business trip to Palm Springs. When Peter arrives to surprise Amanda, he finds her having dinner with Craig and wearing a pearl necklace. Peter refuses to listen to her explanation, and trashes the restaurant. Amanda throws him out of the apartment. Taylor decides to donate one of Samantha's paintings to a charity auction. Sam (who hasn't received any money from the sales) tries to buy it back, but Sydney bids on the painting to drive up the price and make Kyle look generous. Sydney is in a bind when she accidentally buys the painting, and hopes that the man who bid against her will take it off her hands. He is actually an employee of computer genius Carter Gallavan, who buys the painting and takes a liking to Syd. Billy retrieves the painting that Sam gave to Craig. Bi

Jake and Alison hit the road in the hopes of finding a place to get married. Their car breaks down in a small town, where they eventually tie the knot. Jake allows Alison to sample some of the champagne provided by the motel manager. Sydney rejects Harry's overtures and returns to work at Kyle's. Kyle refuses to get involved with Syd because he is not ready for a relationship. When Sydney sees Amanda making time with Kyle, she decides to participate in one of Harry's scams to take her down. Syd hurls herself down the stairs at D&D while waitressing at a party. Taylor realizes that Peter is trying to turn her into Beth, but decides to go along with it to make him happy. Kimberly appears to Megan in a dream and warns her that Michael destroys his wives. Megan backs out of Michael's scam to discredit Peter. Chelsea's mother, Denise, apologizes for leaving her; she convinces Chelsea to live with her in Europe. Reilly threatens Billy. Samantha learns that her father escaped from prison, but

Megan catches Michael and Taylor together. Kyle demands a paternity test. Amanda confronts Eric about his intentions toward her. Eric comes to Megan's defense when Michael accosts her at the restaurant. Sydney's father comes to visit Craig, only to find a half-naked Jennifer in his apartment. Jennifer arranges a reconciliation between the two. Mr. Andrews gives all of Syd's life insurance money to Craig, who decides to live a life of leisure. Billy shows up in Sam's Maryland hometown and tries to convince her to come home with him. Her mother threatens him with a shotgun when he refuses to leave Sam alone.

Brett learns that Mrs. Shaw tried to shoot Michael. He threatens to turn her in unless she returns to Cleveland and checks into a sanitarium. Michael and Megan catch them at the airport, but Michael agrees to Brett's plan. Mrs. Shaw escapes during a stopover and returns to Los Angeles. She slips into an operating room and tries to attack Michael with a scalpel. Megan tackles her and is slashed in the stomach. She has complications during surgery and lapses into a coma. Brett holds a bedside vigil. Eric decides to seize control of Amanda's agency. She finally gives in and agrees to sleep with him. Taylor tells Kyle, who breaks into the hotel room and throws Eric through a glass door. He will only keep him from falling off the balcony if he says that he didn't sleep with Amanda. Lexi falls apart when she runs out of pills. Brett agrees to refill her prescription. Craig and Billy bond on a bowling date with Sam and Jennifer. Billy asks Craig to be his best man. Craig loses Jennifer by sle

Billy dedicates himself to making his marriage work, although he is still drawn to Jennifer. Sam is shocked by Jeff's impromptu marriage proposal. Taylor hides out at the beach house until Michael ensures that Nick has left town. Nick sends Kyle a note apologizing for Taylor's death. She laughs it off. Kyle (with Jen's help) discovers that ""Christine"" was in contact with Nick. Amanda refuses to have anything to do with Kyle. She seeks Peter's advice and creates a rift between Peter and Lexi, who have just moved into a new condo. Peter bails on a dinner with Amanda and returns home to apologize to Lexi. Brett suggests that he and Megan get away from their ex-spouses and make a fresh start. He reveals that he is in the running for a position at a research hospital in Philadelphia.

Kyle tries to manipulate Taylor into revealing the truth about her scheme involving Christine. Although Michael warns her to keep quiet, Taylor comes clean after Kyle threatens to break up with her. Kyle insults Taylor and her unborn child, then departs for the Dominican Republic. Amanda and Kyle's divorce is finalized. She marries Rory, as Kyle arrives at the ceremony seconds too late. Taylor tries to commit suicide through carbon monoxide poisoning. Jennifer tells Billy that she has known about Sam's affair with Jeff for months. Jennifer reveals her affair with Billy to Jeff and convinces him to tell Samantha. A furious Sam attacks Jennifer, but Billy comes to Jen's defense. Sam moves out of the apartment. Megan takes a job waitressing at the jazz club after the medical practice lets her go. She learns that Michael cost Brett the Philadelphia job by telling Larner about her past profession. She holds this information over Michael's head to stop him from making trouble at the practice

Kyle becomes suspicious of Eve after she angrily rejects a record deal. Eve visits the courthouse. Peter catches her in a lie about her whereabouts, but she covers her tracks by giving him a present. He asks her to move in with him. Amanda abruptly sends Jane on a business trip to Chicago, where she works closely with Alex. Alex promises to remain professional, but he and Jane end up kissing passionately. Peter tries to distract Michael by throwing a bachelor party. The evening is spoiled by the distraught stripper, who whines about her ex-boyfriend. Peter drugs Michael to stop him from going to Chicago. Megan and Ryan behave coldly to each other. Ryan ignores his brother's warning and sleeps with Lexi.

Amanda and Eve reveal their secret to Kyle. During high school, Eve's quarterback boyfriend Kent made a play for Amanda at the football stadium. He tried to rape her when she refused him. Eve saved Amanda by shoving Kent from the bleachers to his death. His family claimed that the act was premeditated, and Eve was sentenced to 20 years in prison. Eve and Amanda beg Kyle not to share the truth with Peter. Peter and Eve are married, and find a naked Lexi waiting in their room. Peter threatens Lexi when she tries to blackmail him with her knowledge of Amanda's kidnapping. Eve is haunted by nightmares about Kent. Megan and Ryan take Lexi home after she rushes the Upstairs stage in a drunken stupor. After Ryan saves her from falling off her balcony, Lexi decides to turn over a new leaf. She tries to make nice with Amanda, but later admits that this is part of a scheme. Megan considers dating Ryan. Michael learns of Jane's potential illness and offers to support her. Jane leans on him tempor

Lexi buys the apartment building, using a front so that Amanda will unwittingly accept her offer. She takes over as landlord, prompting Amanda and Kyle to move in with Jane temporarily. Michael and Lexi drug Ryan, then snoop in his apartment and find information about his trip to New York. They pose as a priest and nun to gain entry to the boarding school and meet Sarah. Lexi, claiming to be Megan, convinces Sarah to give Ryan permission to remarry. Megan goes to work at AWA and steals Lexi's clients. Michael stops Lexi from attacking Megan, so she agrees to join him for drinks. Ryan comes to Megan's apartment to tell him about Sarah, only to find a naked Michael hiding in the closet. Peter and Eve agree not to spend their money, but she accepts an offer to buy half of Kyle's club. Eve bitch-slaps Dr. Shulman when she continues to make trouble at the hospital. Peter buys the hospital and implements more patient-friendly policies. He allows Dr. Shulman to purchase a seat on the board of