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During the weekend, Brenda complains to Brandon about there not being a winter. Suddenly, Dylan appears from under the car and compliments her. Cindy calls from inside the house and tells Brenda that the kid she was to babysit has the chicken pox. Brenda calls Kelly and tells her that she agrees to go on a date with her cousin, but Kelly already asked Donna and she agreed to go. Jim approaches Dylan and asks him how he learned to work on cars. Dylan replies that he learned by working on cars and then asks Jim if he can use the shower to get cleaned up.
When Brenda walks into the bathroom and begins to gripe at Brandon for hogging the shower, Dylan pulls back the shower curtain. Brenda walks away, embarrassed. Dylan continues to talk to her and then eventually asks her to join him for a movie since she mentions that she likes movies. At the movie theater, Brandon goes to the movie theater and Dylan is approached by a girl and Brandon asks them who the girl is. Later on, they all go to Dylan's hotel room and then the food arrives and they all start eating. Dylan tells them that he had to move to a smaller hotel room. They are listening to music on the stereo in the room and Brenda suggests a song, but Dylan doesn't like it. At school the next day, Kelly is excited by Brenda spending time with Dylan and tells her that they couldn't have done more than nothing.
Kelly tells Brenda that health is a required class and asks Brenda if they got to the sex portion of the class. In health class, Scott is freaking out because it is a co-ed class, but David tells him that it gets girls in the mood when sex is discussed. Mr. Kravitz, the teacher, tells them that they have to have a consent form filled out by their parents to participate in the sex education portion. Steve points out that when he talks about sex, Mr. Kravitz plays with his beard. Brenda leaves to go out with Dylan alone and Jim has problems with it and tells Cindy about his reservations. At the movie theater, Brenda and Dylan observe couples as they walk into the movie theater and talk about the couples' relationships. They return to Dylan's hotel room and they find Dylan's father and his co-workers there. Dylan's father takes him aside and starts to yell at him, leaving Brenda alone to overhear the yelling. When Dylan gets finished with his father, Brenda tells him that he has to bring her home, but he is upset. When Brenda tells him to talk about his father, they yell at each other.
Brenda runs off when he throws down a potted plant and scares her. Dylan stops her and he tells her that his father gets to him and when he starts crying, he hugs Brenda. They then begin to kiss.
Dylan drives Brenda home and finishes his story about his father and how he was kicked out and can't stand him. Brenda tells Dylan that she tells her parents everything. Dylan asks Brenda to not tell Brandon that he got upset and they kiss and Brenda gets out of the car. Brenda tells Kelly about her date and that he asked her out again. Kelly tells Brenda that she has a lot to learn. In health class, Scott tells David that his parents won't sign the paper since she doesn't want him to get the wrong idea. Brandon meets up with Dylan and he asks about the movie. Brenda meets up with them and Dylan puts his arm around her when Brandon gets upset with them for not telling him that they didn't watch the movie. At home, Cindy talks to Jim about going to a spa and Brenda encourages him to go since Brandon will be working and Brenda has a date with Dylan. Jim tells her that she doesn't want her to get involved with him, but Brenda doesn't know why he is so against their relationship. Brenda tells Jim that she has already made plans and she is not backing out of them. When Brenda walks off, Cindy tells Jim that she is ok with Brenda going out with Dylan. Jim asks Brandon to tell Dylan not to date Brenda, but Brandon tells him that he can't. Cindy walks into Brenda's room and asks her what she wants her to sign.
Brenda shows her the permission slip and then tells her that the class doesn't deal with feelings about when you feel like you want to have sex. Cindy tells her that she has to wait for the right person and the right time. Cindy also tells her that there is more to a relationship than sex, but Brenda tells her that it does have something to do with it. Kelly honks the horn and Brenda walks out of her room. She meets up with Brandon and asks him why he didn't stick up for her. At Kelly's house, Brenda talks about her relationship with Dylan and that it is going fast. Kelly asks her if she has protection and when she says that she doesn't, Kelly gives her a condom and gives her some tips. Brenda is nervous about it and Kelly tells her that if everything goes well, she won't be thinking at all. At school, Brandon sees Dylan and Brenda rolling around on the ground outside and is concerned. Mr. Kravitz tells the kids that the kids that haven't turned in the permission form, they won't be able to attend the special assembly. Steve makes wise-cracks at Mr. Kravitz as he is talking about the special assembly. Brandon tries to get Dylan to work on his car over the weekend, but Dylan tells him that he has things to do with his father. Brandon tells him to be careful with Brenda since she is a virgin. Kelly and Donna help Brenda get ready for her date by picking out the right outfit. Brandon walks into the bathroom and watches them finish getting Brenda ready. The girls deem Brenda's outfit perfect and they leave the house. At the movie theater, Brenda waits around for Dylan to show up, but she is still waiting when the movie lets out.
At home the next day, Brenda is looking out the window when Brandon approaches her and asks her what is wrong.
Brenda tells him that talking won't help, but eventually tells Brandon that Dylan didn't show up at the theater. She gets mad, but not at Dylan, at herself for thinking that Dylan thought that she was special. Brandon tells Brenda that Dylan doesn't let people into his life, but Brenda tells him that she thinks that it is her fault and she needs to find out what happened. Brandon confronts Dylan at school and asks him what the problem is and why he didn't show up at the movie theater. They start yelling at each other, but Dylan tells him that something came up and he had to deal with it. Brandon tells Dylan that he can't just stand up Brenda because she cries about it and she even stayed home from school because of it. Steve spots Mr. Kravitz working on his car and offers him a lift. Mr. Kravitz tells Steve that he has to pick up the special speaker for the assembly at the airport and eventually agrees to let Steve pick her up. Steve runs off to pick her up at the airport. When Steve drops off Stacey Sloane at the hotel, he lets her believe that he is Mr. Kravitz. When she notices that he looks so young, he tells her that he hasn't been teaching for 5 years, but 3. She tells Steve that she has another assembly at Beverly High and will be at West Beverly later. He asks what time he can pick her up at night, but she lets him down easily, but tells him that he is being very persistent. Steve walks out of the room. Brenda is at home listening to music when Dylan shows up the house. He walks in the house and apologizes to her for standing her up. He tells her that he had to help his father pack to leave the country and he doesn't know where is going since he can deny it with a clean conscience if people ask. Dylan tells her that he though about her the whole time and Brenda just wanted him to call. Brenda asks Dylan what he wants her to feel for him and he replies by kissing her. They lay on the sofa and make out some more and are interrupted when they hear Jim driving up into the driveway. They quickly get dressed and Dylan runs out of the house. Jim yells at Brenda for being involved with Dylan and then shows her an article written about Dylan's father. She tells him that he is not like his father, but he tells her that he is concerned about her.
He tells her that he is just not ready for her to be having sex and she replies back that he should trust her so she doesn't have to lie and sneak around.
Kelly is amazed that Brenda told her father that she may be ready to have sex. Scott tells David that he is not going to be able to go to the assembly and David tries to get Scott to sneak in. At the assembly, Dylan tries to get Brandon to forgive him, but Brandon tells him that he is sorry for telling him to stay away from Brenda. Stacey points out the guy that she thought was Mr. Kravitz to Mr. Kravitz. Andrea introduces Stacey to the assembly and she starts telling about her experience with Steve. She tells the audience that she has AIDS and she will have to tell everyone she meets as a boyfriend that she has AIDS. She tells that she was 16 and she was dating a law student and they had sex and it was her first time. After a while, they realized that they didn't have much in common and broke up and he died last year from AIDS. She then tells how her life has changed and that she is a fighter and she will continue to talk about sex with younger kids and tell her story and tell them to be safe. She tells them that the only real way to be safe is to make sure that the person has not been exposed. After she is done talking, Steve walks up to her and apologizes to her for being rude. Stacey just wants him to have heard what she said during the assembly and he invites her for dinner. She gives him a hug. At home, Dylan shows up at the front door and Cindy goes to get Brenda. Jim walks out and meets Dylan and Dylan tells Jim that he is not like his father and he doesn't like to be his son. Brenda walks downstairs and Jim kisses her good-bye. Dylan takes her into the hills and Brenda asks him how many times he has taken other girls to the same spot. Dylan tells Brenda that when he is with her, he forgets everything. Brenda asks Dylan if he has had sex and he says that he has. Brenda and Dylan talk about getting tested for STDs and decide that it would be good to do it for himself. Brenda tells Dylan that they have to slow down and that she is scared. She is not used to the feelings that she is having and she wants to be sure.
- 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
- Douglas Emerson as Scott Scanlon
- Tori Spelling as Donna Martin
- Carol Potter as Cindy Walsh
- and James Eckhouse as Jim Walsh
- I don't want to make you feel terrible anymore
- – Dylan to Brenda
- Those nice boys may be mild-mannered on the outside, but mostly all they think about is sex
- – Brenda to her father
- Jack McKay – The world Dylan does not revole around you!
- Dylan – Oh, did it ever
- Basic rule number one: never rely on the guy
- – Kelly