Alison replaces Amanda as D&D president. Alison has a liaison with Billy in her new office, but quickly rejects him. Brooke gets an internship at D&D. Michael tries to scam the city out of a million dollars by claiming that poor road conditions caused his and Kimberly's accident. Michael ships Kimberly to Rochester for a job interview so that he can move Amanda into the beach house and watch over her. Amanda collapses and is hospitalized in serious condition. Jake learns that his mother has died. He and Jo drive to Ellensburg, Washington for the funeral. They encounter Jake's half-brother Jess, who is feeling guilty over his mother's death. He also harbors resentment toward Jake. The poverty-stricken brothers once robbed a store, but Jess took the heat. He feels that Jake abandoned him by leaving for California. Jake and Jo sleep together again, but still decide not to get back together. Jake establishes a truce with Jess.

Alison takes a job as a waitress at Shooters. Amanda uses Billy's status to her advantage in her contract negotiations. Kimberly asks Peter to take Michael out of town for a few days so that she can have time to herself. Michael and Peter head to Palm Springs, where they are judges in a teen beauty pageant. Teri Carson, the pushy mother of one of the contestants, tries to convince Peter to vote for her daughter. Her daughter, Brandi, seduces Michael. She does not win the pageant. Amanda dumps Billy to go back to Peter. She rejects Peter after Teri shows up on his doorstep and says that she is suing him for sleeping with her underage daughter. Sydney tries to bond with Bobby by getting him drunk and getting tattoos together. Sydney's friend Laurie comes to town with her young son Tyler. Jo takes them in because Sydney has no room for them. While babysitting, Jo discovers bruises on the boy's back. Matt laments the fact that Alan has moved to New York.