Brandon meets and befriends Dylan McKay, a brooding classmate. As they continue to spend time together, Brandon learns that Dylan's bad-boy act masks a hidden life that few people ever see. The beach is the place to be at for the West Bev students and also where Brenda sees Kelly's true colors. Steve's mother convinces him to talk to David after mistakenly thinking that his father is a wealthy TV show producer.

Brandon is excited when Sheryl, his ex-girlfriend from Minneapolis visits. When Sheryl meets Dylan, she becomes aroused by his money and glamour, making Brandon jealous and violent. Brenda develops a crush on her algebra teacher and is disappointed to find out that he has a wife and children that she has agreed to babysit. Cindy worries about Brandon losing his virginity and nags Jim to have the sex talk with him.