Kelly distances herself from everyone that matters to her as Finley's charismatic hold on her grows stronger as he fights with Brandon and the college council to preserve his tenure. Meanwhile, the home-wrecking Ariel (guest star Kari Wuhrer) is back into Donna's life when she offers Ray a record deal. Also, the greedy Valerie seeks a reward for helping Dylan recover his stolen money and after receiving $10,000 from Dylan, she asks Jones for a much larger cut. Also, Andrea flirts with trouble when she starts having an affair with Peter while Jesse is away on business.

Brandon seeks Dylan's help with both taking down Professor Finley's cult-like organization and reuniting with his girlfriend, but when it comes to Kelly all bets are off. Brandon then tries to talk with Chancellor Arnold to help him look for a former Finley cult follower to help before both Kelly and Dylan fall under Finley's power. Also, Ray tries to cut ties with Valerie who threatens to tell Donna about their sexual trysts.