Colin tries to remain strong as he prepares to turn himself in and begin his prison term. He panics after catching a glimpse of some fellow inmates, and drives away in Val's car. Valerie must track him down or forfeit her $100,000 bond, which she acquired by cashing in the club's equity. Colin stops by Kelly's apartment in search of help, but she turns him away. When Valerie asks Kelly for information about Colin, Kelly acts really bitchy and denies having seen him. Brandon and Susan lose a five-thousand-dollar lottery ticket, leading to a major argument. They find the ticket, but give the money to charity because they feel guilty about fighting over money. Joe expresses disappointment at his slow progress as he returns to training. He realizes that he has lost his passion for football. Clare feels uneasy about Steve's friendship with Carl. Steve falls down the stairs and suffers a broken jaw.

Music: ""Be My Lover"" by La Bouche (#6

The Beverly Hills Beach Club holds its annual reunion. Steve reminisces about his relationship with Kelly, as he lost his virginity to her on the beach in 9th grade. Clare is disturbed to learn of the couple's history, and comments on the ""incestuous"" nature of the group. Steve confesses that he spread rumors about Kelly after their break-up, causing her to gain a reputation as a slut. Kelly is hurt, but eventually decides to forgive him. Ryan blows a chance at a date when Austin convinces him to spy on the girl as she undresses. Steve gives the boys a lecture about treating women with respect. David continues to dump all over Donna for quitting the music video business. He harasses her when she talks and dances with another guy, and they decide to break up. Kelly goes to work at an AIDS hospice to complete her summer school credits. Mark Reese, the general manager of the campus television station, recruits Brandon and flirts with Kelly.

Mariah, who has gotten her book published, comes to town to give a lecture at the university's new age festival. She develops an instant connection with Kelly, prompting Tracy to bristle. Tracy criticizes Mariah's theories in a news segment, leading to an argument with Brandon. Tracy refuses to attend a harp concert with Brandon. He sits with Kelly, and they share a kiss afterwards. Clare ruins her computer (and loses a term paper) by knocking coffee onto the hard drive while talking on the phone with Steve. She blames Steve, who shuns her after helping her retrieve the file. Clare sends flowers to Steve during the concert and apologizes. Although Rob receives rave reviews for his performance, the press trashes his movie. He is hurt to learn that it won't receive a nationwide release, and decides to quit acting and move back to Indiana.

Music: ""Dan

Brandon admits his affair to Steve. Steve suggests that they gauge Kelly's reaction by making her the advice columnist and having her respond to a letter about a similar situation. Steve intercepts a call from Emma; Kelly overhears and assumes that he is cheating on Carly. She lectures Steve and advises him to emulate Brandon. Kelly confronts Emma, who stuns her by playing the tape of Brandon's confession. A devastated Kelly breaks up with Brandon and orders him to leave her alone. A young singer accosts David for his scathing review, which resulted in her firing. David realizes that he misjudged her and helps her get a gig at the After Dark. Val buys David a new keyboard after he expresses a desire to return to music. Noah tries in vain to shut down Val's bookmaking operation. Duke sets her up with an undercover cop, and Valerie and Noah get arrested. Carly experiences a nightmarish day as she loses Zach at the mall. A kindly stranger drops off the boy at the security offices.

Music:

Kelly finds it impossible to trust Brandon as he works late every night for several weeks. Brandon assures Kelly that he will never leave her and suddenly asks her to marry him. They experience doubts, but decide that they are ready for a lifetime commitment. Noah entertains Gwyneth, a longtime friend. She secretly has a crush on him, and kisses him on a ferris wheel. Noah insists that he is not interested in her. David becomes extremely jumpy after being robbed at an ATM. He gets drunk, steals a gun from the After Dark's cash register, and staggers into the alley behind the club. When Noah and Gwyneth try to stop him, he shoots at a dumpster; a bullet richochets and hits Gwyneth in the arm. Donna asks Gwyneth to stay at her apartment because she doesn't trust her around Noah. Valerie learns that she is a match for a leukemia patient in need of a bone marrow transplant.

Brandon and Kelly sleep together the night of the aborted wedding. Brandon considers their night together a mistake, while Kelly realizes that she wishes they had married after all. A lonely Brandon goes to Kelly's apartment in search of comfort and ends up staying the night. He then rejects Kelly's suggestion that they go on their honeymoon, and declares that he wants to move on. After her HIV test comes back negative, Valerie annoys everyone with her new policy of brutal honesty. David takes her cue and issues an ultimatum to his boss, who cuts him loose. David suspects that Val is pushing everyone away to punish herself for some reason. Valerie makes a stunning confession about her father's death. He did not commit suicide; she murdered him. Donna goes against Noah's wishes by accepting an invitation to have dinner with his parents on Mr. Hunter's birthday. The evening proves to be a disaster, just as Noah had predicted. His father later visits the club and reveals that his company

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.

Music: ""Jumper"" by Third Eye Blind (#5, 1999)

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

Dylan orders his father to leave. He is angry with Kelly for going against his wishes by contacting Jack. Dylan storms out of another meeting with his father after learning that Jack told his wife everything else about his past without mentioning Dylan's existence. Jack decides to leave the Witness Protection program and move his family to Los Angeles. They believe that his testimony is long forgotten and that private security can protect them. Christine warns Dylan that two of Jack's enemies have discovered that he is alive and are planning on revenge. Dylan convinces Jack to stay in the program, and cannot bring himself to leave with him. A New York radio station offers David a job. David turns down the offer because he doesn't want to leave Donna. Kelly suspects that Donna is jealous of Camille. Donna denies this, but later confesses to Kelly that she is still in love with David. Steve becomes concerned when Noah gives Ryan a job at the After Dark.