Carl hosts Steve's weekend long 21st birthday bash on the ship Queen Mary in Long Beach, where the music group "The Goo Goo Dolls" entertains. Carl then asks Steve a favor: to have a chance with Clare who he has had a crush on. David and Donna grow more intimate while their producer Erik, makes a move on Donna and other women as well. Andrea Zuckerman arrives in town to have fun at Steve's party, and Nat brings Joan along who keeps feeling unwell. Meanwhile, Valerie hires an FBI agent, named Richard Ballen, to find Colin who's in the area trying to get access on a ship to take him to South America. Also, Susan tells Brandon that she has decided to leave town to accept a job offer at a newspaper company in Washington D.C. which makes him wonder if he has a future with Susan after all.

On the Queen Mary, Steve tells Clare about Carl's feelings for her and tries to persuade her not to fulfill Carl's wish. Meanwhile, David and Donna decide to get back together, while still avoiding Erik. Joan tells Nat that she may be pregnant from her constant sickness. While Colin is trying to get the necessary papers and identity to leave the country on a freighter, Steve and Brandon end up in jail from a barroom brawl after taking out their frustrations on drunken bar slobs in which Kelly and Valerie have to bail them out. Eventually, Nat proposes marriage to Joan who accepts. Colin is finally caught, Steve and Clare get back together, and Brandon coldly breaks up with Susan after she admits her career means more to her than anything.