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Kelly's senses alert her to be suspicious of Valerie's true unwholesome colors when she catches her smoking pot and she naturally makes a big fuss about it. But to Kelly's surprise, she cannot get a sympathetic ear. Steve refuses to believe Kelly, thinking that she's just jealous. Even Brandon is skeptic and tells Kelly to give Valerie the benefit of a doubt. However, Donna doesn't seem to care and tells Kelly that what Valerie does in her spare time is none of their business. Later when Kelly sees Valerie at the Peach Pit drinking and flirting with Dylan, she immediately tells Steve.
But when they both confront her, Valerie (a true master of manipulation) convinces Steve (but not Kelly) that it was Dylan who made a pass at HER. In the meantime, Valerie begins to grow suspicions of Dylan's cash-flow state when she discovers him stealing money from the Peach Pit to support himself. Meanwhile, Steve decides to revitalize the Peach Pit by throwing a rave party to boost business. While working on a video project with David and Clare, Donna meets a musician and carpenter named Ray Pruit. Also, Andrea juggles college and child care.
- Jason Priestley as Brandon 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
- Mark Damon Espinoza as Jesse Vasquez
- Tiffani Thiessen as Valerie Malone
- Carol Potter as Cindy Walsh
- James Eckhouse as Jim Walsh
- Joe E. Tata as Nat Bussichio
- Kathleen Robertson as Clare Arnold
- Jamie Walters as Ray Pruit
- Ryan Brown as Morton Muntz
- Casper Van Dien as Griffin Stone
- First appearance of Ray Pruit