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The Walshes welcome Valerie Malone, a young and charming family friend from Buffalo, who moves into Brenda's room after she leaves for England. But unknown to everybody, Valerie is secretly revealed to be a manipulative, cynical and callous woman with a taste for drugs and hard liquor. Meanwhile, Donna returns from her summer stay in Texas and claims that she's over with David, who's doing a video for his film class about his travels during the summer. But that evening, Donna has an emotional breakdown when she runs into David at a nightclub.
Steve returns from his summer vacation in Hawaii and decides to pursue Kelly, unaware that she's involved with Brandon. Dylan returns from his summer stay in Baja, Mexico and is revealed to have gone back to drinking since learning that Kevin and Suzanne have swindled him and skipped town with all of his money, and Erica. Also, Andrea and Jesse finally take their new baby daughter, Hannah, home.
- 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
Special Guest Star
- Howie Long as Himself
- Ron Fassler as Chad
- Vance Valencia as Juarez
- Nancy Stephens as Helen
- DeJuan Guy as Steve
- Claudia Lonow as Hairdresser
- Valerie –The Walshes? They're harmless. I'm sure everything will be cool with me as long as those squares don't try to pull any parental trips on me. But if they do... you know me. I'll just put on a happy face... and dance
- Valerie – He seems kind of dumb... but I bet he gives good credit card
- Valerie – You know growing up, I would envy Brenda, and I'd pray that my life would be as charmed as hers
- Tiffani-Amber Thiessen joins the cast as Valerie Malone, and Mark Damon Espinoza becomes an official cast member
- Alicia Silverstone and Alyssa Milano were initially considered for the role of Valerie. Drew Barrymore was offered the part.
- Tiffani-Amber Thiessen had just finished working on Saved by the Bell: The College Years. Both shows were set at the fictional California University, so she ends SBTB at the end of her freshman year at CU and now joins 90210 in her sophomore year.
- Tiffani-Amber Thiessen played a character named Kelly on Saved By The Bell and Valerie on Beverly Hills, 90210, while Jennie Garth portrayed Kelly on the series and later starred on What I Like About You... as Valerie.
- The video for "Cantaloop (Flip Fantasia)" by Us3 plays over the closing credits to promote the Beverly Hills, 90210: The College Years soundtrack.
- Night In My Veins by The Pretenders
- Regular Thing by Ovis
- Back & Forth by Aaliyah