- „Well, I can just be myself, and there's no strings attached. You don't want anything from me. Everybody else does. Brenda, Kel, especially my dad”
- —Dylan to Andrea
Gambling addict Brandon multiplies his addition by hiring a school bookie, Jeff, in order to pay off $1,500 of losses to Duke who's now out to get Brandon. Meanwhile, David finally realizes the true nature of the music industry when Serge continues to ignore his hip-hop material and forces him to record a repetitive, syrupy ballad. David goes along with it, but Curtis Bray does not like the new tune and outright terminates David's recording contract.
Finally seeing the egotistical, two-faced shark that Curtis Bray really is, and the self-serving hack Serge is, David leaves Icon Records and goes back to apologize to Steve for the way he treated him. Kelly's eating disorder worsens when she starts taking diet pills. Also, Andrea tries to ease Dylan's depression over his father's murder by asking him if she can do an editorial on him.
- Jason Priestley as Brandon Walsh
- Shannen Doherty as Brenda Walsh
- Jennie Garth as Kelly Taylor
- Ian Ziering as Steve Sanders
- Gabrielle Carteris as Andrea Zuckerman
- Luke Perry as Dylan McKay
- Brian Austin Green as David Silver
- Tori Spelling as Donna Martin
- Carol Potter as Cindy Walsh
- James Eckhouse as Jim Walsh
- Joe E. Tata as Nat Bussichio
- Billy Vera as Duke Weatherill
- Michael Cudlitz as Tony Miller
- Mark Kiely as Gil Meyers
- This is the first episode where Dylan and Andrea spend time alone together.
- They also realise they have a lot in common
- Andrea encourages Dylan to try and get into AP English.