Keith stays with Alison while his estranged wife, Lily, is in town for the weekend. Alison is wracked with guilt after Lily confronts her in a dream, and recalls the despair her mother suffered following her father's affair. After bailing out of a camping trip, Alison drives to Keith's house to catch a glimpse of Lily. She realizes that she can't continue the affair. Matt's parents refuse to support his lawsuit because they fear it would damage their reputation. He finds a lawyer who will work for free, provided that he let her use the case to publicize the issue of anti-gay discrimination. Rhonda's ""efficient"" new roommate turns out to be completely anal-retentive.

Zack encourages Alison to buy an expensive new car and skip work. Billy and Susan confront Alison during Thanksgiving dinner, but she reacts angrily and storms out. A drunken Alison tries to drive to Zack's house, but he is having a party with his friends. While distracted by her phone, she crashes into a boy on a bicycle. Kimberly explores several motherhood options, some of them illegal. She invites Jo over for Thanksgiving and convinces her to fake a miscarriage and hide her baby from the Carters. A mobster's associates begin harassing Jake. Sydney is told that Jake will suffer a serious accident unless she sleeps with the mobster's friend--Chris. Amanda leaks information about Bruce's health, while Peter prepares a takeover attempt. Matt and Jeffrey refuse to come to Thanksgiving dinner after Matt's parents ask them to hide the true nature of their relationship.

Kimberly sets off her bombs, destroying half of the building. MacKenzie suffers a fatal heart attack. Billy breaks down Alison's door and pulls her to safety, although she is blinded by the blast. Peter saves Kimberly from drowning after the impact knocks her into the pool. Kimberly is placed in the psychiatric ward, and is unable to recall the events of the past week. Billy storms out when Hayley calls him to task for not immediately taking Brooke on their honeymoon. Brooke later moves out of the mansion and into Billy's apartment. Jess is killed in the fall from the construction site, while Jake suffers only minor injuries. He shuns a guilt-ridden Jo. The jailed Matt is enraged when his parents seem to suspect that he is guilty of murder. They win back his trust when they put up their mortgage to bail him out of jail.

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.

Amanda gets into a scuffle with Jack as she struggles to escape. Jack trips over Amanda while pursuing her, and tumbles over the top of the staircase. Amanda calls Peter for help, as she fears the police would not believe her story. Peter claims that he stopped by the house and found that Jack had suffered an accident. Michael realizes that Peter's diagnosis is incorrect, but backs off after Amanda shares her history with Jack. Kimberly discovers that Mark Paul is a real person, and bullies him into admitting he was hired to scare her. Michael and Kimberly take their feud to national radio. Kimberly is furious when Peter neglects her in favor of Amanda. Alison agrees to move in with Hayley. Jake and Jo try to overcome their jealousy and stubbornness.

Amanda rejects Craig, who seeks a relationship after their night together. Kyle realizes that Taylor has been lying to him. He visits Nick's motel room and forces him to play the recording. Nick threatens to kill Peter unless Taylor pays him $5000. Nick attacks Peter with brass knuckles. Kyle stops Nick from killing Peter, and helps him skip town. Kyle throws Taylor out of the apartment. Josh plays Megan and Kimberly against each other. Megan is arrested for soliciting an undercover cop. Michael bails her out, but breaks up with her. Matt's brother Luke dies in a plane crash. Matt is shocked to learn that Luke named him the guardian of his teenage daughter, Chelsea.

Michael takes Megan back after learning that she has returned to the streets. A woman sues Sydney after she is injured by a display at the boutique. Kyle's plans to force Taylor from their partnership are squashed when Sydney accidentally tells Peter that she slept with Kyle. Alison is confined to bed due to complications in her pregnancy. She gets caught up on all the gossip as she overhears arguments in the courtyard. She hears Taylor tell Kyle that Peter was her brother-in-law. Although Jake feels Alison should mind her own business, he shares this detail with Amanda when she tries to blame herself for the failed marriage. Amanda has Craig drive her to Peter's house to confront the couple. She forces Peter to realize that Taylor's appearance in the apartment building was no coincidence. Matt finds it impossible to cope with Chelsea's rebellious behavior. She runs away after overhearing Matt agree to leave her with his mother.

Kimberly collapses during an argument with Michael. She learns that she has an aneurysm, but refuses to undergo surgery. Megan (who has been hired as Burns/Mancini's receptionist) tries to use company money to pay for a private nurse. Michael accuses Kimberly of faking her illness, and arrives at the beach house to find her clinging to life. He calls her mother and suggests that she come to L.A. Matt is unable to track down Chelsea, but she later checks into a halfway house. Samantha convinces Chelsea to return home by sharing her own experiences as a runaway. Matt agrees to let Chelsea stay with him, although his mother doesn't feel that he is a fit parent because he is gay. Sam comes home from a date with Billy to find her father, who says he has been released from prison. Sydney meets Hilda's sleazy lawyer, Harry Dean, and begins to suspect that Hilda is faking her injuries. Jake is angry when Alison disobeys her doctor's orders by going back to work for a presentation. She later co

Matt dies in a car accident while on his way to dinner at Kyle's club. His mother gives Amanda a diary in which he recorded secrets about his friends and neighbors. Jane is amused to learn that Michael worked as a stripper during college; but their new engagement is threatened after she reveals that she slept with an old friend, Alex Bastian, the night before their wedding. Amanda learns from the diary that Kyle has a brother named Ryan. They quarreled after Kyle accused Ryan of making a pass at Taylor. Amanda convinces Kyle to bury the hatchet. Amanda removes an incriminating page from the diary. Beck returns the ransom money to Peter. Amanda tells Peter that the diary revealed that he performed heart surgery on Beck while he was unlicensed. Peter believes that the missing page relates to Amanda's feelings for him, and snoops in her apartment. Amanda mistakes him for a burglar and shoots him. Lexi decides to branch out into advertising. A distraught Megan throws herself at Michael, th