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Brenda, Kelly, and their mothers Cindy and Jackie, as well as Donna and Andrea enjoy a good life for the weekend at a posh health spa, until Brenda overhears a conversation about Kelly's step dad's unfaithfulness to Jackie. Meanwhile, Jim questions his mid-life crisis with his secretary Dottie and a best-selling author on the subject. Dylan finds two separate fantasies about a future with Brenda and Kelly not fulfilling. Also, Brandon starts gambling on basketball games with Nat's bookmaker Duke.
- 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
- Ann Gillespie as Jackie Taylor
- Denise Dowse as Mrs. Teasley
- Billy Vera as Duke Weatherill
- Paula Trickey as Dottie
- Pamela Bowen as Babette Lewis
- Louan Gideon as Gina
- Dierk Torsek as Dr. Benjamin Cramer