Sheryl, Brandon's old girlfriend from Minneapolis, stays with the Walshes for the weekend. A concerned Cindy asks Jim to have a talk with Brandon. Before he gets around to it, Sheryl spends the night in Brandon's room. Sheryl seems obsessed with wealth and fame, and takes a liking to Dylan and his Porsche. Brandon believes that Dylan is hitting on Sheryl and punches him. Brandon is stunned to learn that he was not the first guy to sleep with Sheryl. Sheryl's mother calls Cindy and reveals that her daughter ran away following a fight with her stepfather. Brenda babysits for her handsome algebra teacher, with ""help"" from Kelly and Donna. She no longer finds him appealing after watching his wife push him around.

Brenda is mesmerized by Kelly's hip and glamorous mother Jackie, a former model. Kelly insists that her mother is not all that she appears to be. Jackie is a recovering addict, and begins hitting the bottle again after her boyfriend dumps her. Cindy is hurt when Brenda initially fails to ask her to be in a mother-daughter fashion show. They eventually agree to appear, and are joined by Andrea, who draws raves. Jackie attempts to emcee the show while high on cocaine. She becomes disoriented and disrupts the show with a rambling tirade. Kelly convinces her to check into rehab. Kelly gains new respect for David when he gives her the fashion show tape to save Jackie from embarrassment. Jim becomes addicted to his new keyboard.

On a rainy Saturday afternoon, Brenda, Kelly, Donna and David head to the Bel Age Hotel to meet Donna's favorite pop group, Color Me Badd. David rents a room so that the foursome can get into the hotel. Donna sees her mother, supposedly at the hotel for a conference, and fears that she will get in trouble. Kelly lifts a key to the penthouse and gets to hang out with the group. Donna, fearing reprisal, jumps out of the elevator on an earlier floor. She sees her mother come out of a room and kiss a man in the hallway. When Felice later confronts Donna about being at the hotel, Donna forces her to admit that she is having an affair. Donna is devastated, but Cindy explains that her parents' marital problems do not have anything to do with her. Kelly attends the Color Me Badd concert with a free pass, and brings the group to the Peach Pit to serenade Donna. Steve, Brandon and Dylan hire a stripper, but their plans are complicated when Andrea shows up at the house. The stripper turns out to

Brandon and Brenda are at each other's throats after their parents reveal that they can only send one child to an out-of-state college. Jim and Cindy decide to take a second mortgage so that they won't have to play favorites, but Brandon and Brenda each decide to apply to local California University. Brenda fears that she and Dylan are growing apart, while he and Kelly bond over their mutual ambivalence toward college. Andrea believes that Gil is discouraging her from applying to his alma mater (and her dream school), Yale. She has nightmares about Gil trying to knock her off a tightrope.

Music: ""Venus"" by Shocking Blu

Gil is relieved of his duties after Sue charges him with sexual harassment. Andrea offers her friendship to Sue, while Brandon stands behind Gil. Gil quits without fighting the charges; he confesses to Andrea that a former student committed suicide when he rejected her advances, and he does not want to drive Sue over the edge. During a dinner with Andrea, Sue's uncle Henry badgers her into admitting that the allegations are fake; she had tried to kiss Gil. David and Donna visit Sue and find the eerily cheerful family holding a barbecue, with plans to move to Oklahoma. Fearing that Henry is becoming too close to her little sister, Sue reveals that her uncle molested her. Dylan picks up a bacterial infection from surfing in polluted waters. He wishes to support a clean water initiative, but can't vote because he failed to register before the deadline. Brandon seeks David's help in learning to dance, but cancels the lesson. He refuses to dance with Nikki at a club, then gets jealous when

Kelly continues to starve herself and abuse diet pills, and becomes extremely irritable. She freaks out and screams at a potential buyer for the house. Kelly believes that her friends are talking behind her back, until Steve explains that they are planning a surprise party for her eighteenth birthday. Brenda finds Kelly passed out in the Peach Pit's bathroom during the party. Kelly ignores the doctor's advice and refuses to admit that she has a problem. Steve and Brandon tape an appearance on the game show Love at First Sight; and end up vying for the same girl, Celeste. Celeste chooses Steve, who is disheartened to learn that he must go on their date immediately and miss Kelly's party. Celeste suggests cutting the date short after hearing Steve's dilemma, and asks to see him again. Brenda decides to re-establish ties with her friends back in Minnesota.

Music: ""Land of 1000 Dances"" by Wilson Pickett (#6, 1966); ""Let Me Be Your Baby"" by Geoffrey Williams

Steve badgers Brandon into pledging the Kappa Epsilon Gamma fraternity. The frat brothers disapprove of Brandon's involvement with Josh and the Progressives. Brandon disassociates himself from the party when it proposes the elimination of all fraternities and sororities. He disappoints Steve by not joining the KEG house, but is made an honorary member. Kelly, Donna, Brenda and Andrea pledge the Alpha Omega sorority. Kelly runs into John Sears, a guy who spread rumors about her after they dated in high school. He insists that he has changed, and Kelly stays out late talking with him after a party (which Dylan refused to attend). Dan Rubin, Andrea's resident advisor, warns her of possible discrimination. Andrea wears a star necklace to a ceremony, and the sorority president chastises her for ""making an issue"" of being Jewish.

Brandon and Kelly attend a weekend retreat. The chancellor's teenage daughter Clare develops a crush on Brandon. Brandon confesses his affair with Lucinda to Kelly. Brandon and Kelly realize they must discontinue the charade after they share a passionate kiss. Lucinda invites Dylan to her house to view her film, and makes a pass at him. Donna and Brenda befriend a stray dog, which they name Rocky. They learn that the animal escaped from the university's research lab, and are afraid to return him. Brenda takes an interest in an animal rights group that is protesting the lab. Andrea, who works at the facility, argues that the lab is researching potential medical breakthroughs. She returns the dog safely to Donna. Andrea is furious when Steve lets Muntz use her room for a rendezvous with his girlfriend. She fears that the resident advisor will kick her out, but Steve makes amends by sleeping with the woman.

Music: ""Get Closer"" by Seals and Crofts (#6, 1976)

Brandon must make a speech at the campus debates when Josh fails to show because of car trouble. He is such a success that the duo's campaign takes off. Alex Diaz, a student senator and manager of another campaign, tries to force them out of the race by threatening to expose an unpublished article in which Josh accused Brandon of taking tests for D'Shawn. Andrea fears that Brandon no longer values her opinion, but her advice proves crucial. D'Shawn defends Brandon's character at a senate meeting. As they await the results from the Peach Pit, a nervous Josh decides to go for a ride. He crashes his car into a delivery truck and dies, as Brandon looks on in horror. Kelly tells Brandon that they won the election. Valerie digs for info on Dylan and begins hanging around the pool hall. After sleeping with Val, Dylan is stunned to learn that she lives at the Walsh house.

Music: ""Low Rider"" by War (#7, 1975); ""Celebr

Dylan feigns an interest in Professor Finley's teachings in order to infiltrate the operation. He and Kelly get carried away and kiss after attending a wedding. Dylan discovers that Finley arranges romantic pairings to secure wealthy benefactors. He promises to donate all of his money if Finley can convince Kelly to take him back. Kelly tries to seduce Dylan, but refuses to believe his allegations about Finley. Brandon brings in one of Finley's former lieutenants to convince Kelly that the evolution is a fraud. Kelly leaves the group and reunites with Brandon, leaving Dylan heartbroken. Ray ends his fling with Valerie, although she doesn't seem to get the message. Andrea takes a researcher position at the hospital and spends most of her time fooling around with Peter.

Music: ""Hold On"" by Wilson Phillips (#1, 1990); ""House of Love"" by Amy Grant and Vince Gill (#37, 1995)

Valerie is haunted by nightmares about her father's suicide. David learns that his mother requires shock therapy to improve her chances of recovery. He does not support this course of action, and falls into a deep funk. Valerie tells him about her father and offers to help him. She takes David to a cliff overlooking the city and tests his will to live. David convinces his mother to undergo treatment, and Valerie overcomes her nightmares. Toni throws a dinner party while her father is out of town. Bruno catches Dylan snooping around in Marchette's study. He tells Dylan that Marchette is aware that he is Jack's son. Steve and Clare decide to attend the party together, and share a good-night kiss. Brandon convinces Susan to go out with him.

Music: ""The Lion Sleeps Tonight"" by Robert John (#3, 1972)

Joey returns to the beach apartment. He tells Kelly that he ran away because he believes that his mother no longer needs him, as she has remarried and is expecting a child. Brandon, Tracy, Clare, Kelly and Joey help Steve lay sandbags in front of his father's Malibu home in anticipation of a possible storm. Kelly contacts Joey's mother, and Joey has a happy reunion with his mother and stepfather. David visits Dr. Martin's office and asks his help in dealing with Felice. Dr. Martin collapses with a stroke, and Donna initially blames David. Rob irritates his manager by seeking Val's advice about whether to sign on for a new movie. Rob's manager pays Valerie $10,000 to convince Rob to do the film. Jim and Cindy invite Brandon to spend spring vacation in Hong Kong. Brandon hesitates to give his second ticket to Tracy, but she whines until he invites her along. Clare plays a practical joke on Steve to teach him a lesson about his insensitive behavior.

Music: ""Ready to Go"" by Republica

The gang has trouble finding work after graduating from college. Steve accepts a position as alumni representative for his fraternity (for a dollar a year). Valerie runs through a series of odd jobs. She tries to convince David to let her manage the club; although the After Dark is in dire straits, he turns her down. David refuses to move in with Donna until she reveals the true nature of their relationship to her mother. Steve alienates Carly Reynolds, the single mother of one of Erin's soccer teammates. She gets fired from her waitress job after a run-in with Steve and his date. Brandon and Kelly struggle to adjust to their new living arrangement. They decide to relax by taking a Hawaiian vacation, although Kelly doesn't want to postpone her new job. Donna seeks work as a second assistant for a designer, and winds up as the woman's only assistant. She is asked to help with a photo shoot in Hawaii, so everyone decides to take a vacation. Kelly backs out of the trip after catching Bran