Jake is visited by an old girlfriend, Colleen, who stuns him with the news that he is the father of her four-and-a-half-year-old son. She asks Jake to waive his parental rights so that her husband can adopt the boy. Jake is furious that Colleen failed to tell him the truth, and considers starting a custody battle. He believes that caring for a son could give him the direction he is lacking in his life. Jake becomes angry because Jo believes it might be best to let the boy stay with a stable family. Jake ultimately decides that it is in David's best interests to stay with Colleen and her husband, and signs away the rights. Jo secretly takes a photo of Jake with his son as a memento. Alison learns that she needs surgery to remove a benign tumor from her uterus. If she doesn't have the surgery, she may not be able to have children. However, she has no way to pay for the operation because she has no insurance. Billy becomes very frustrated with the ever-present bureaucracy at ever

Billy backs out of plans with Alison to have dinner with Amanda and her father. Amanda's father declares that Billy is a worthless bum. Keith loans Alison his sports car, but she has it stolen at gunpoint. He comforts her when Billy isn't home to hear her tearful messages. Billy feels guilty about not being there for Alison. Amanda suspects that Billy is in love with Alison. He tries to disprove this by moving in with Amanda. Keith and Alison renew their relationship. She asks him to move in with her, but he later receives an unexpected job offer. Keith asks Alison to move to Seattle with him. Jake objects to ""silent partner"" Jo's attempts to help with the business. Jo takes Alison to the shooting range to try to help her overcome her fears about the carjacking, but Alison is horrified by the fact that Jo owns a gun. Jo mentions this to Jake, who is equally appalled. Jo promises to get rid of her gun. Jake apologizes for being stubborn and asks Jo to be his full partner and do

Michael learns that Kimberly has died. He is transferred to a rehab hospital, but manages to convince Jane to take him in. Robert is enraged by this development. Billy breaks up with Alison and moves in with Jake. Sydney becomes a prostitute in an attempt to pay her bills. Jo doesn't believe Syd's story about becoming a highly paid model, but Syd refuses to open up to her. Lauren threatens Sydney after Syd storms out on a client with an affinity for ""toys."" Katya leaves Nikki with Matt as she returns to Russia to care for her ailing mother.

Sydney (claiming to be someone named Miranda) hangs around the beach house and attempts to seduce Michael. Michael regains his memory when he is nearly struck by a car in a restaurant parking lot, but doesn't immediately reveal this. Michael leaves Sydney in an embarrassing situation in Jane's bedroom, prompting a suggestive remark from Chris. Michael confronts Kimberly and dares her to kill him, but she decides that she loves him too much to finish him off. Billy and Alison bicker constantly at the office. Jo extends an olive branch to the Carters, only to have them laugh in her face. Palmer tells Amanda that he cannot go to prison before paying off some debts, as he fears his creditors will harm her. He tells her of a secret safe deposit box and convinces her to withdraw $500,000. Palmer kidnaps Jake on the boat at gunpoint, and explains that he and Brittany are going to take the money and flee to Mexico. Brittany double-crosses Palmer, shooting him in the back. Jake discovers that t

Bruce learns that D&D has been purchased by a consortium of doctors. Peter fires Bruce and appoints Amanda president. Amanda gives Billy a promotion and orders him to fire Alison, who has begun to experience blackouts. Bruce hangs himself in Amanda's office. Matt tells Billy that he can save Alison's job by checking her into rehab. They conduct an intervention, and Alison agrees to seek treatment. She escapes when the trio stops for gas, but later checks herself into the clinic. Sydney decides that she doesn't mind being a hostage when Chris buys her expensive gifts and gives her unlimited use of his credit cards. She finally calls Jake and asks for help after Chris loses all of Jane's money and becomes abusive. Michael, Jane and Jake fly to Las Vegas, where Jake expresses his doubts about Sydney's behavior. Jane and Michael learn that all the money is gone, and sleep together. Michael demands to know why Kimberly suddenly has a child. Jo struggles to prove that her son is alive.

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.

Alison goes to the Century Awards headquarters to submit Amanda's entry. An employee named Brooke Armstrong convinces Alison to also enter her own campaign. Alison and Billy get carried away while working late in his apartment. Kimberly catches Amanda and Michael in a hot tub together during a weekend retreat in Santa Barbara. Michael claims that he has decided to ignore Amanda's "obsession" with him, but later escorts her to the awards dinner. Amanda is outraged when Alison wins the award for best print ad. Michael professes his love to Amanda. Sydney's antics break up a romantic dinner between Jake and Jane. Jake dumps Jane after she issues an ultimatum about avoiding Sydney.

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.

Kimberly works on her self-defense skills at a survival camp called No More Victims. While in a sweat lodge, she hallucinates about being taunted by Jo, Amanda, Jane and Sydney. Amanda has a difficult time convincing Michael that their relationship is over. Jane is forced to turn the design firm over to Sydney to avoid bankruptcy. Amanda and Brooke trick Alison into committing an embarrassing gaffe with a client. Billy tires of Alison's cold behavior and sleeps with Brooke. Jess goes on a date with Jo. Jo tries to break things off to avoid hurting Jake, but ends up getting naked with Jess in the alley behind Shooters.

Alison regains her sight during a client party. Jane convinces her to keep the news to herself, as Brooke is only allowing her near Billy out of pity. Brooke snoops in Amanda's office and discovers a Florida driver's license for Amanda Parezi. Matt's lawyer, Alycia, resigns when he insists on trying to coax a confession from Paul on his own. Paul believes that Matt has an incriminating letter from Carol, and asks him to come to his house. Paul holds Matt at gunpoint and plans to kill him. Fortunately, Jo has called Alycia, who arrives with the police. Paul is mortally wounded in a shootout and confesses to his wife's murder before dying. Matt returns to work, only to be fired by Dr. Hobbs. Peter again asks Kimberly to plead insanity. He is impressed when she lunges for Michael and Sydney in the courtroom, until he realizes that her behavior is not an act. Richard objects when Jane hires Jo without consulting him. Jake and Jo finally get back together. Jake receives a surprise visit fro

Teri threatens to expose Michael's actions to Kimberly unless he lets Peter take the fall for sleeping with Brandi. Amanda apologizes for doubting Peter. He refuses to meet Teri's settlement demands. Kimberly begs Peter for help with her illness. Before he can treat her, he is arrested for statutory rape. Amanda learns that Michael was the one who slept with Brandi. Kimberly argues with ""Betsy,"" who conks Michael on the head with a hammer. Matt asks one of his medical school professors, pediatrician Dr. Dominick O'Malley, to look at Tyler. He finds no evidence of abuse. Laurie tells Jo to mind her own business. Billy's string of success with ad campaigns comes to an end. He decides that he must put his obsession with Brooke behind him and move on. Richard rapes Jane during a business trip to New York. She pushes Jake away and doesn't tell anyone what has happened. Sydney inadvertently becomes a porno producer when she invests money with an old acquaintance of Bobby's.