Alison and Billy pull Brooke from the pool, but she is already dead. Billy is haunted by nightmares about Brooke. Michael goes to great lengths to convince Kimberly to move back in with him. Alycia threatens to quit when Bobby warns her to stay away from Peter. She catches Peter going through her files. Jane and Richard resort to underhanded tactics as they fight over a potential client. Matt is wary of Alan's relationship with his leading lady, until he learns she is a lesbian. She warns that the show's producer destroyed her relationship, and could do the same to Matt and Alan.

Billy continues to irritate Alison with his win-at-all-costs attitude and boorish behavior. He befriends the chauvinistic president of a vodka company, and usurps one of Amanda's accounts. Alan's parents come to town for the ""wedding,"" and are unaware that their son is gay. They reveal that they have purchased a house for Alan and Valerie. A distraught Matt gets drunk and sleeps with his friend Dave. Matt walks out during the wedding, and Alan refuses to go after him. Jo discovers that Jane is responsible for the mishap at Richard's show. She blackmails her into hiring Richard as a consultant. Kimberly develops an alternate personality--a prudish, controlling woman named Betsy Jones. Amanda rejects Bobby, and he breaks down her apartment door. Peter is later knocked unconscious following a scuffle with Bobby.