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Strange dreams contemplate Donna to fulfill David's dream to sleep with her on their second anniversary together, until her parents show up for a surprise visit. Meanwhile, Brandon returns from San Francisco where he learns about the Steve's botch break-in, who finds himself left in cold after Mike Ryan and the rest of the frat members reject him. Only John Sears remains sympathetic to Steve and tries to help. But when Brandon learns and relays to Steve that the campus police were anonymously tipped off to Steve's break-in, Steve realizes that Sears had set him up.
In the meantime, Brandon plays hardball with the corrupt Professor Randall to drop the break-in charges against Steve by threatening to go public about him rigging test scores for D'Shawn and other basketball stars to they can play basketball for the university. Elsewhere, Andrea falls deeply in love with Jesse. Also, John Sears continued wooing of Kelly only pushes her back to Dylan.
- 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
- Matthew Porretta as Dan Rubin
- Mark D. Espinoza as Jesse Vasquez
- Dina Meyer as Lucinda Nicholson
- Paul Johansson as John Sears
- Katherine Cannon as Felice Martin
- Michael Durrell as John Martin
- Brooke Theiss as Leslie Sumner
- Brandon Douglas as Mike Ryan
- Cress Williams as D'Shawn Hardell
- Scott Paulin as Professor Corey Randall
- Robert Leeshock as Keith Christopher
- Don Calfa as Mr. Pitts
- Marga Chavez as Teresa Vasquez