Amanda and Michael clash over the treatment of her cancer, but she eventually realizes she must turn to him for support. Amanda shares her condition with Billy, but asks him to keep it a secret. Alison pries the truth from him after he seems a little too tolerant of Amanda's behavior. Sydney attends a retreat with Rikki and other cult members. She finds it unsettling when Martin demands that his followers try to scam money from their families, and decides to leave after seeing Martin in bed with two women (including Rikki). Martin agrees to let her go, but he and Rikki pursue her and throw her into an underground pit. John pulls Kimberly out of her car and threatens her at gunpoint after learning that she orchestrated the attack on Matt.

Jake suspects that Jess is responsible for his shooting, and is unmoved when Jess keeps Shooters open in his absence. Brooke replaces Alison's love note with a letter in which she states that long distance relationships cannot work. She also complicates Alison's efforts to get in touch with Billy. Billy proposes to Brooke along the boardwalk. Paul says that he is getting a divorce, and asks Matt to help him move out. He then stays inside the house and tells Carol that Matt is stalking him. Kimberly tries to convince everyone that Michael is stalking her, and makes Amanda believe that he vandalized her car. Kimberly trashes the beach house and scratches her own face. She calls the police, then stages a fight with Michael so that he will be arrested. When Kimberly returns to her motel room after a court hearing, a creepy man's image appears in a mirror and talks to her.

Jane, Sydney and Jo get temporary roommates while the building is repaired. Jake goes on a drinking binge in the aftermath of his brother's death. Amanda invites Alison to return to D&D. Peter encourages Kimberly to pretend to be insane to get a lighter sentence, but she refuses. Kimberly attacks a doctor during a psychiatric evaluation, and threatens to jump off the roof. Peter is able to talk her down with a love declaration (although he isn't sincere). Michael and Peter decide to establish their own practice. Brooke is distressed when an inheritance isn't all that she expected. Sydney quits Shooters because of Jake's self-destructive behavior, and is hired as Michael and Peter's receptionist. Matt gets into a fist fight with Paul at the hospital. He later punches out Jake after taking exception to his treatment of Jo. Jake finally breaks down and turns to Jo for comfort. Jane undermines Richard's authority at work.

Alison regains her sight during a client party. Jane convinces her to keep the news to herself, as Brooke is only allowing her near Billy out of pity. Brooke snoops in Amanda's office and discovers a Florida driver's license for Amanda Parezi. Matt's lawyer, Alycia, resigns when he insists on trying to coax a confession from Paul on his own. Paul believes that Matt has an incriminating letter from Carol, and asks him to come to his house. Paul holds Matt at gunpoint and plans to kill him. Fortunately, Jo has called Alycia, who arrives with the police. Paul is mortally wounded in a shootout and confesses to his wife's murder before dying. Matt returns to work, only to be fired by Dr. Hobbs. Peter again asks Kimberly to plead insanity. He is impressed when she lunges for Michael and Sydney in the courtroom, until he realizes that her behavior is not an act. Richard objects when Jane hires Jo without consulting him. Jake and Jo finally get back together. Jake receives a surprise visit fro

Brooke flies to Miami to investigate Amanda's past. She learns from an old newspaper article that Amanda was presumed dead years ago. She also visits the house of Amanda's ex-husband, Jack, claiming that her car has broken down. Brooke blackmails Amanda into giving her a promotion. Jack, who had swiped one of Brooke's business cards, arrives in Los Angeles. Billy learns that Alison has regained her sight. Michael pretends to have reconciled with Sydney in the hopes of driving Kimberly over the edge. Peter reveals to Syd that his concern for Kimberly stems from memories of a deceased sister who suffered a similar plight. Jane and Richard get engaged. Richard fires Jane after she publicly dishonors MacKenzie's memory, but is later forced to make her a partner. Jo is wary when Jake hires Shelly and allows her to stay at his apartment. Dr. Hobbs makes a homophobic remark about Matt to Michael. Michael encourages Matt to sue for wrongful dismissal.

Kimberly reveals that she is being goaded into violent acts by visions of a man named Henry. When Kimberly's mother learns of her daughter's plight, she plans to ship her back to Cleveland. Peter convinces Mrs. Shaw to tell the truth about Henry. She reveals that Henry was a gardener that eight-year-old Kimberly killed when he tried to rape her mother. Peter tells Kimberly that this revelation may lead to her release, as she can now be treated. Brooke tries to keep Jack away from Amanda. Jack stops Amanda from leaving town and asks for a divorce. Jo and Jake bicker over the amount of time he spends with Shelly. Alison refuses to help Hayley break up Billy and Brooke, but later joins him for a romantic dinner. Jo talks to Jane on Richard's behalf, and learns that Jane doesn't love him.

Jane and Richard announce that their engagement is back on. Jo is distressed when Jane reiterates the fact that she doesn't love Richard. Jo gets very drunk at the engagement party, argues with Jane, and tells Richard the truth. Jack seeks to settle his divorce with Amanda so that he can re-marry. Amanda is angry when Jack makes the final payment on the apartment building repairs. Amanda reveals to Billy that Jack used to beat her. She faked her own death because Jack had threatened her father when she tried to escape. Brooke becomes jealous of Alison's budding relationship with Hayley. Kimberly is released into Peter's custody. Michael and Sydney plot to find a Henry-lookalike to drive Kimberly back to insanity. Matt wins his case when his lawyer goads Dr. Hobbs into admitting his homophobia.