Donna's distant cousin, Gina Kincaid, arrives in town for Thanksgiving where she fibs a little about her failed ice-skating career, and secretly shows her true arrogant colors while casting an eye on Noah. Meanwhile, Steve lacks emotional protection from Janet after their so-called romantic fling the night before. Noah worries that he may have been involved in a hit-and-run while driving drunk. David has other problems with the law when he has a one-night stand with Denise, a regular listener on his After Dark radio show... who turns out to be under 18. After another indiscretion by Valerie keeps Kelly and everyone else enemies against her, Valerie decides to go back to Buffalo to get away from the life she now loathes in Los Angeles for good.

Dylan McKay arrives back in town and tries to help everyone with their share of problems as he tries to explain to Kelly why he had decided to come back to Beverly Hills. David hires Matt as his lawyer as he deals with the situation with Denise after her wealthy and powerful conservative parents have him arrested and charged with statutory rape. But Matt has his share of problems financially when his lack of clients prevent him from making his rent and business payments. Meanwhile, Steve's visiting mother, Samantha, angrily tells him that she doesn't like his newspaper's tabloid slant, while Steve counters with his unhappiness over her dating a much younger new suitor. Gina (whom is revealed here to be even more twisted and deranged than Valerie, Sophie or any other woman) sets out to prevent Noah and Donna from reconciling so she can have Noah all for herself. Also, Kelly and her mother, Jackie, clash over her ailing grandfather's wishes to die in peace.