The gang has trouble finding work after graduating from college. Steve accepts a position as alumni representative for his fraternity (for a dollar a year). Valerie runs through a series of odd jobs, including a department store perfume sample girl. She tries to convince David to let her manage the club; although the After Dark is in dire straits, he turns her down. David refuses to move in with Donna until she reveals the true nature of their relationship to her mother. Steve alienates Carly Reynolds, the single mother of one of Erin's soccer teammates. She gets fired from her waitress job after a run-in with Steve and his date. Brandon and Kelly struggle to adjust to their new living arrangement. They decide to relax by taking a Hawaiian vacation, although Kelly doesn't want to postpone her new job. Donna seeks work as a second assistant for a designer, and winds up as the woman's only assistant. She is asked to help with a photo shoot in Hawaii, so everyone decides to take a vacation. Kelly backs out of the trip after catching Brandon repeatedly looking at old photos of Tracy. Donna's boss becomes ill and asks her to coordinate the photo shoot. The event proves to be an unmitigated disaster, and the photographer berates Donna by accusing her for ruining the shoot. Noah Hunter, a male model participating in the shoot, defends Donna; he also responds to an insult by punching the photographer. Donna's boss takes the blame for forcing her to shoulder too much responsibility. Valerie spends the entire trip trying to get closer to Noah, although she is put off by the fact that he performs boat maintenance for a living. Brandon runs into Tracy and her new fiancé, a grad student at the University of Hawaii. Donna becomes unnerved when Brandon and Tracy frolic and play in the water. She places an emergency call to Kelly, who immediately flies over from L.A. Kelly is embarrassed after learning that Tracy is engaged. During a hike, David slips off some rocks and crashes into the water. Noah and Brandon dive in to rescue him, and David receives treatment for his injuries. Noah decides to return to Los Angeles with the gang, as he has an offer to work on a boat. Donna suggests that he stay on her parents' boat. The gang arrives at the L.A. airport late at night, and Brandon finds that his car has a flat tire. He insists on changing it immediately, rather than getting a ride from the others. Brandon confronts two men who are stealing a car nearby. They drive away, but come back to the lot and start shooting. Kelly catches a bullet in the abdomen.

Kelly undergoes successful surgery and begins to recover from her injuries. Brandon picks the shooter out of a police lineup. Kelly suffers complications and must undergo surgery for a blood clot in her lungs. She wakes up with amnesia. Donna gets a job as a personal shopper for a designer. She tells her mother that David is going to move in with her. Naturally, Felice is not thrilled by the news. Noah and Valerie sleep together, but he has second thoughts the following morning. Carly reconsiders her opinion of Steve after he gets her a job at the Peach Pit. He declares himself to be a sports agent and tries to woo the star of the C.U. women's basketball team. Carly sees Steve with his client and gets the wrong idea.

Brandon becomes overly protective of Kelly and displays behavior that borders on the sociopathic. When a man accidentally bumps into Kelly at a movie theater, Brandon imagines gun shots and attacks him. Detective Woods tells Brandon that the guy who shot Kelly is in the hospital. Brandon arrives and learns that the shooter is the man that Kelly described; the guy Brandon identified is the driver, who has been arrested. Brandon makes menacing remarks to the shooter's dead body. David negotiates a record deal for Cain Was Able. Donna shows him the band's new song, which includes racial slurs and encourages white supremacy. The record company executive tells David to let it go, but he refuses to allow the band to perform a showcase at the After Dark. David fights with the band when it tries to take the stage anyway. Donna learns that Valerie stole all of her clients. She tries to get revenge by asking Noah to work at a party in the hopes that he will catch Val with Cooper. Valerie manages to squirm out of the situation. Donna slaps Val during an argument at the club. Steve surprises Carly by doing all of her household chores, then takes her out for the evening. She is touched by his gesture and gives him a kiss.

Carly and Zack temporarily move in with Donna at the beach front apartment after they are evicted from their house for repairs where she gives Donna love life advice who's deciding whether or not to move onto the next stage with Noah. Meanwhile, Dr. Monahan angrily confronts Kelly about her sexual harassment charge against him. David finally admits to Donna about his relationship with Valerie being a farce, but that soon changes when Valerie admits getting feelings for him again. After Emma quits her job at Brandon's newspaper agency, she puts pressure on him who is determined to hide their Christmas fling at any cost, while Brandon hires a new writer, named Janet Sosna, as Emma's replacement. Also, Valerie has a run-in with Duke, Brandon's former bookmaker, whom she tells to stay away from the Peach Pit After Dark, until he offers her a cut of his winnings. Elsewhere, Steve and Brandon rescue David from his car wash job by offering him another as a music critic for their paper, and little Zack accidentally draws on Donna's design sketches just before a meeting with a new potential employer.

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.

Kelly moves in with Donna and Carly. Brandon expects Kelly to immediately take him back and will not give her any space. He gets plastered, staggers over to the apartment, and yells at Kelly. He refuses to leave until she threatens to call the police. Donna gets upset with Noah when he defends Brandon and claims that Kelly should "get over it." Brandon chases a minivan that cut him off and tries to attack the driver, a woman who has two children in the car. Noah realizes that Brandon has lost it, and apologizes to Donna. Valerie must perform community service at the clinic as punishment for her bookmaking arrest. Kelly smugly orders her around, so Val tries to get revenge by interfering with her relationship with Brandon. She tears up Brandon's messages and plays matchmaker for Kelly and an intern. Brandon shows up at the apartment late at night, but Kelly is not prepared to give him another chance. Carly's father suffers a heart attack and undergoes quadruple bypass surgery. She decides to move to Montana to assist with his recovery. In spite of Steve's pleas, she determines that she must relocate permanently in order to give Zach some stability. David works on a feature about an up and coming band, Jasper's Law. The group buys one of his compositions, a love song he had once written for Donna. Kelly encourages a domestic abuse victim to escape from her husband.

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 help him find employment. Steve believes that he has secured a double date for Brandon and him. He fails to realize that the women are a lesbian couple who believe the guys are also gay.

Noah's civil trial begins. His attorney portrays Valerie as a golddigging tramp, and uses the gang's testimony to place Noah in a favorable light. Josh's testimony reflects very badly on Noah, and Val wins the case. Everyone apologizes to Valerie and turns against Noah. While rummaging through Josh's belongings in search of more pills, Donna discovers a prescription for Rohypnol. Josh admits that he drugged Valerie, and Noah offers to help Val build a case against him. David's record company experiences a shake-up. The new reprensentative forces Jasper out of the band and turns over all creative control to David. Jasper accuses David of treachery. Unable to meet her deadline, the disoriented Donna steals designs from a co-worker. Noah finds Donna passed out on her living room floor.

Brandon works on a story with a pompous Pulitzer-Prize-winning reporter. Kelly gets a developmentally disabled young man a position at the clinic, where he freaks out after making a minor mistake. Kelly convinces Brandon to let Chris join the reporter and him on the ice at a Los Angeles Kings practice, but Raitt leaves town to work on another story. Brandon helps Chris get a dream job at a friend's ice skating rink. In order to pay his taxes, David takes a job as a jingle writer. A ballad he had written for Valerie ends up in a deodorant commercial. Steve realizes that he and Jill have nothing in common. She dumps him before he has the chance to break things off. Janet has a crush on Steve, but he doesn't seem to get it. Donna discovers that the diamond jewelry that Noah gave her is fake.

The gang prepares for its five-year high school reunion. Andrea returns for the event; after initially pretending that her life is perfect, she reveals that she is divorcing Jesse. Brandon tries to convince her to work things out; but she has already tried every possible solution, even dropping out of medical school to spend more time with her family. Andrea does not want to speak at the reunion, so Brandon takes her place and delivers a speech with the theme "it's okay to be yourself." Kelly becomes disgusted when Ross Webber, the guy who humiliated her after she lost her virginity to him, tries to exchange pleasantries. Valerie gives Ross a dressing-down and helps Kelly eradicate some old graffiti about her. Steve is upset that his classmates expect him to bring a bimbo to the reunion. Janet volunteers to be his date to help him change his image. He completely ignores her to chase after a beautiful classmate. The woman is actually plotting revenge against Steve for mistreating her in school (when she was a geek); she arranges a prank in which he appears naked before the entire gathering. Steve shows up at Janet's house late at night to apologize, but she decides not to date him. Valerie attends the reunion with David and savors the chance to be anonymous. She claims that she works with the poor and that David is an international rock star. Donna becomes angry when a magazine names Noah one of L.A.'s most eligible bachelors.

A "sex shop" opens in Beverly Hills. Brandon, Steve and David patronize the store, under the guise of covering the controversy for the newspaper. Brandon infuriates Kelly by defending the store and its clientele, and attending a wild bachelor party for Muntz. A misunderstanding causes David and Val to fear that they are having problems with their sex life. Steve decides that he is interested in Janet after she expresses her philosophy on free love. Donna discovers that her assistant, who has very low self-esteem, calms herself by cutting her arms with a razor. She tries to convince her to seek help. Donna asks women of normal measurements to appear in her catalog because she believes that using models would send the wrong message. Kelly is revolted when Jackie opts to get a face lift and Erin frets about calories.

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. As the wedding day arrives, Brandon and Kelly finally seem to have overcome their doubts. However, while preparing for the ceremony, Kelly confesses to her mother that she isn't sure if she wants to go through with the marriage. Brandon expresses similar sentiments to Steve, who believes that he merely has cold feet. Brandon and Kelly mutually agree to call off the ceremony. They announce their decision to the guests and invite everyone to the reception, as they insist that they are happy. Valerie submits to an HIV test and anxiously awaits the results. Before taking Valerie to the clinic, David feels that he has to remind her that they are not a couple. Valerie goes into the doctor's office to learn the outcome of her test. Donna accepts a date with Jacob to thank him for saving her life. Noting her uncertain future with Noah, he makes a play for her. She turns him down and decides she would rather stay with Noah. Steve tries to win Sarah back from her husband. She shows up at the reception and expresses her feelings, but Steve isn't sure that he should believe her.