Steve overhears Val discussing her pregnancy on the phone. She begs him to keep her secret, but he shares the news with Kelly. Kelly gives Valerie her full support and offers to drive her to the clinic. Val turns her down, claiming that Kenny will be by her side. Kelly runs into Kenny at a restaurant, and Valerie's conflicting stories prompt Kelly and Steve to suspect that she was never pregnant. David's grandfather leaves him $250,000 and a 1961 Thunderbird. Mel believes that David should keep the money in a trust, and threatens to contest the will. He later backs off, although he and his mother express concern about David's drinking. Steve learns that Clare and Dick are participating in crew. He begins rowing with a group of his frat brothers, and responds to Dick's taunts by challenging his squad to a race. Donna and Cliff become closer. During a day of hiking, he reveals that he is leaving for an out-of-state job. An uncomfortable Tracy decides to quit her TV job after Brandon nixe

Donna's request for a permanent restraining order against Slan is denied. He shows up in a classroom and tries to tell her something, but she runs out. David and Tom confront Slan, who claims that he was trying to warn Donna about her stalker. Donna discovers that someone has left a dead rat in her bedroom. Slan finally picks a fight with David at the Peach Pit After Dark so that the restraining order will be granted. He leaves town, but Donna receives more threatening phone calls. Kelly sets her sights on Tom. Valerie believes that Kelly is dating Tom to hurt her. Tracy accidentally tells Brandon that she loves him; he does not reciprocate. Brandon and Tom participate in a charity hockey game with NHL players. Brandon takes a cheap shot at Tom after watching Kelly kiss him before the game. Steve and Clare consider living together as they spend a weekend housesitting. David takes an interest in a young singer.

Music: ""Please Don't Go"" by KC and the Sunshine Band (#1, 1980)

Clare and Donna feel slighted as Kelly spends all her time with Brandon. Val takes her place at the girls' gymnastics viewing party. She spends the night in Kelly's room because they are all too drunk to drive, and reads her diary. Valerie creates a rift between the roommates by telling Donna and Clare that Kelly said bad things about them. Brandon tries to secure a magic wand from a puppet show host that Kelly liked as a child; she had asked her father to send a letter to the man when she was a little girl, but doesn't think he followed through. Brandon, Steve and David get arrested for auto theft when a disgruntled auto show employee lets them take an electric car for a spin. Brandon gets Kelly the wand, and the host also finds her father's letter. Everyone snubs Valerie, so she decides to create friction between Kelly and her dad by investing money with his firm.

Kelly moves back into the beach apartment. Noah advises her to concentrate on her relationship with Brandon. She follows his advice, but becomes frustrated when she still cannot remember her life with Brandon. Her memories finally return as she reads the first issue of Brandon and Steve's newspaper, The Beverly Beat. A designer offers to purchase Donna's work. As she walks out of the interview, she stumbles onto a sweatshop; a young girl has burned her arm while operating a steam press. Donna and Brandon decide to investigate the story. David manages a rock band and allows the lead singer to crash at the apartment. Donna is put off by the man's rude behavior, and overhears him making an anti-Semitic remark. Noah pushes Val away and admits that he is consumed by thoughts of another woman. Valerie follows him to a spot overlooking the city; he shares that his girlfriend died in a car accident at this location after Noah lost control of the vehicle. Wealthy client Cooper Hargrove shows an

Kelly considers filing sexual harassment charges against Monahan, but does not want to interfere with a fundraiser for the clinic. Monahan makes a pass at her during the event; Kelly talks with a supervisor, who warns that reporting him could cause future employers to label her a troublemaker. Brandon goes to Emma's apartment to pick up a column, and has sex with her. Wracked with guilt, he goes overboard trying to prove himself to Kelly. After Ben's parents reject his Christmas peace offering, he tells David that he plans to move in with an aunt and uncle. David realizes that he is lying and returns to stop him from slashing his wrists. He takes Ben back to the Walsh house, where Valerie convinces him not to give up on life. Ben's parents ask him to come home, and his father vows to try his best to accept him. Val and David realize how much they mean to each other. Noah upsets Donna by pushing her away during the holidays. Steve and a Santa-suit clad Nat help restore Zach's Christmas

Emma is upset to see Kelly wearing a watch that she had given to Brandon. Dr. Monahan forces Kelly out of the clinic. Emma suggests that she expose him, so Kelly turns on the intercom as Monahan makes another pass at her. Brandon barges in, and the foundation immediately fires Monahan, who will be replaced by Donna's father. Brandon asks Emma to leave the newspaper. She records a phone conversation in which he admits to sleeping with her, and uses the tape to blackmail him. Brandon and Steve hire a new assistant, Janet Sosna; and bring David aboard as a music reviewer. Donna is relieved when David reveals that his relationship with Valerie is a sham. David and Val get back together that day, and Donna plans to sleep with Noah as revenge. Noah nixes this idea, but then uses a private concert by Brian McKnight to get her into bed. Valerie cuts a deal with a bookie operating at the After Dark. Carly and Zach move in with Donna while their house undergoes some renovations. Zach inadvertent

David angers Valerie by moving out of her room and into Carly's old house. She apologizes for her behavior and arranges for a record company executive to watch Jasper's Law perform at the club. The group receives a new record deal, thanks in large part to David's song. Valerie believes that the song is about her, and is hurt to learn that David wrote it for Donna. Donna's grandmother must undergo surgery for an aneurysm. Donna introduces Noah to Mrs. Martin, but she still feels that David is Donna's soulmate. She requests a visit from David and asks him to look out for Donna. Mrs. Martin suffers heart problems after the surgery and soon dies. Val discourages David from attending the funeral, while Noah asks him to spend time with Donna because of their history. Donna and David share a kiss, but decide to remain friends. Kelly meets an ex-convict, who was sentenced to prison at age seventeen for murdering his mother's abusive boyfriend. She asks Brandon to write a story about the man to

During Valerie's surprise birthday party, Abby announces that she and Bill are engaged. Val and Kelly join forces in the hopes of getting their parents to call off the wedding. They eventually realize that Bill and Abby are happy and decide to support them. Bill disgusts Kelly by backing out of the wedding and leaving her to break the news to Abby. Valerie gives David further insight into her traumatic family history as she tells him that her father sexually abused her. Brandon receives a job offer from a major newspaper, but faces a dilemma when he learns that he is only being hired as a replacement for striking reporters. He returns to the Beat and suggests implementing a health plan for the overworked and underpaid Janet. Steve hesitates to introduce Jill to Ted; she decides that she really likes Steve and comes back to him. When Donna's dresses fail to sell, Noah tries to give her a confidence boost by buying the entire stock himself. She is angry when she uncovers the truth.

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.

Valerie confronts Johnny, who insists that he does not share needles and is healthy. David pushes Valerie to get tested for HIV, but she is afraid to learn the truth. She spends all of her time partying because she does not want to confront reality. While Val is out at a club with Noah, they climb onto the roof; she risks her life by walking along a ledge. Noah helps her down when she slips, and she drives him away after discovering a bleeding cut. A strung-out Johnny visits Val at the club and reveals that he is HIV positive. Brandon and Kelly quarrel over wedding details. They cannot pick out a ring, relate a memorable story for David's wedding video, or agree on vows. They fear that their disagreements are more than just the result of nerves. Noah upsets Donna by expressing his lack of faith in the institution of marriage. The wedding caterer saves Donna's life by pushing her out of the path of a runaway pickup truck. Sarah breaks Steve's heart and goes back to her husband.

After learning that the clinic may lose funding, Kelly asks Brandon to write a story to generate publicity. They try to collaborate on the article, but find that working together is too painful. Kelly organizes an auction to raise money for the clinic. She models her wedding gown in the fashion show portion of the event, and Brandon outbids everyone for a date with her. Brandon and Kelly take a walk on the beach and decide that they are through. The clinic must still cut back its staff (even after the fundraiser), so Kelly resigns. Although David believes that Valerie killed her father in self-defense and should move on, she insists on bringing her mother to town to discuss the situation. When Val tries to confess, she learns that Abby knew of the abuse prior to her husband's death. She did not take any action because she believed that Victor would seek help. Valerie finds a connection with Abby's fiancé, an ex-policeman.

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. He drops the case and quits smoking to impress Kelly, but she kisses Dylan. Donna agrees to let a troubled fifteen-year-old girl buy a dress on layaway. The girl's fellow gang members convince her to slice up the dress and return it as damaged goods. Sonia later apologizes and offers to work off her debt at the store. Dylan takes his bullet-riddled Porsche out of storage. He impresses Gina by coming to her defense when a drunk harasses her at the club. Dylan catches the guy and his friends vandalizing the Porsche; he gets a knife away from one of them and threatens to kill him. Dylan suffers nightmares abo

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.

Music: ""My Own Worst Enemy"" by Lit; ""Declarat

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.

David comforts a drunken and depressed Gina outside the After Dark, and she responds with a kiss. David and Dylan spend the weekend in Las Vegas, where Dylan has a one-night stand, but lets the woman believe that he wants to see her again. David, disgusted by Dylan's behavior, gives the woman their address when she inquires about a visit. She shows up just as Dylan and Gina are on the verge of getting back together. Dylan believes that David is in love with Gina and shouts that he can have her, unaware that she is standing outside. Dylan apologizes and tells Gina that she should find a man who is capable of a relationship. Kelly arranges some dental work for Gina; Mel notices decay that indicates that she is bulimic, but Gina denies her problem. Matt shows Noah a report that proves that Mr. Hunter was aware that a new partnership would harm the environment. A devastated Noah decides to help Matt prepare the case. They discover a memo that exonerates Noah's father, as he demanded that t

Kelly and Donna invite Janet to move into the apartment. She tries to tell Steve that she is pregnant, but stops when he mistakenly assumes that she has gotten breast implants. When Janet finally reveals the truth, Steve becomes outraged that he had been kept in the dark for so long. He avoids Janet and whines about the situation to the other guys and Gina. Janet tells Steve that he can choose how much involvement he wants with the child; he is unsure of what to do. Kelly and the gang throw a surprise birthday party for David at the After Dark. The uninvited Gina foils their plans by slashing her own tire and calling David for help. After patching things up with David, Gina takes him to the club and drops him off without spoiling the surprise. A young woman whom Dylan knows from his years at the hotel gets busted for drug possession. He pays for her legal services, and encourages her to get clean and find some direction for her life. He agrees to return to college if she also enrolls.

The Martins ask Gina to join them for Christmas. However, they refuse to allow her at their Christmas Eve party because they don't want to explain the situation to friends. Donna initially backs her parents, but skips the party to show Gina her support. Donna continually questions Noah about the car accident that killed his girlfriend. Noah finally breaks up with her, as he cannot bear to relive the tragedy. Donna bonds with Gina. Steve and Janet run into her parents at a tree lot. Janet invites them to dinner, where they behave coldly toward Steve and make a hasty exit. Steve warns the Sosnas to stay away from Madeline unless they are willing to accept her unconditionally. They show up at the house on Christmas night and give Steve and Janet their blessing. Dylan proves to be a bad influence on the children at the community center after he punches an angry neighbor. Matt asks Kelly to marry him. Dylan also expresses a desire to commit to her. Kelly doesn't choose herself this time; sh

Dr. Martin dies of a stroke. Kelly suggests that Gina is to blame for his death, as does the grief-stricken Felice. David also seems to support this theory. Gina is upset when the obituary states that Dr. Martin has only one child; Felice calls her a mistake. Donna feels that Dr. Martin would still be alive if Gina hadn't discovered he was her father, even though Donna was the one who shared this information. Dylan grows tired of Kelly's whining and moralizing. He and Gina decide to leave town. Gina is not allowed to sit with immediate family at the funeral. However, she goes to the front of the church and finishes the eulogy when Donna is unable to continue. Felice embraces her and accepts her as part of the family. Dylan decides that he shouldn't leave Los Angeles because he has unfinished business with Kelly. Gina says goodbye to Donna and embarks on a cross-country road trip. David comforts Donna throughout her ordeal. Kelly takes a public relations job to ease the financial burden

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.

Camille returns home from vacation carrying hopes of a reconciliation with David. After David breaks the news of his reunion with Donna, Donna offers to buy out Camille's share of their partnership. Although she is devastated by the news, Camille insists that she can handle working with Donna at the store. A drunken and blubbering Camille ruins David and Donna's plans by showing up at his house. Camille agrees that it would be best for her to leave the store, and she and Donna wish each other well. Donna fears that David is no longer attracted to her; she believes that he loves her like a sister. David shows Donna an old yearbook message where he had shared his desire to marry her one day. He stuns her with a marriage proposal. Donna asks for time to think things over. Kelly panics after a radio report announces a surfing fatality in an area where Dylan had planned to surf that day. She tries desperately to contact him for hours, and winds up going to the morgue (with Matt in tow).