Lily and Dusty meet at Rose's Roller palace to discuss the foundation Dusty wants to set up as a memorial to Rose. Lily is unenthusiastic and asks Dusty to "get it over with" because she has another appointment. When Dusty throws out ideas to formulate a mission statement, Lily sarcastically puts down every suggestion he makes. Lucinda comes in to give them some informational materials on foundations, but Lily gives her the cold shoulder, lying that she and Dusty are working well together and "make a good team." After Lucinda leaves, Dusty tells Lily that he has figured out that she is pretending to work with him on the foundation to keep Lucinda and Holden from sending her to the nut house. Lily starts to leave, but Dusty tells her that he is going to prove to her that he is sincere about setting up the foundation properly by going to Chicago to take a course on creating and administering charitable foundations. He tells Lily that, when he gets back, the two of them can really do things right.

Alison surprises Kim in the kitchen, where she is painstakingly making an angel food cake. Alison has brought a brochure for a luxury apartment building, calling Chris "Dr. Moneybags." Kim rolls her eyes in disgust in the background. Chris leaves for work, telling Alison to make an appointment to see the apartment. As soon as the door shuts behind him, Kim turns to Alison and says, "It's time we had a little talk." Kim informs Alison that Chris can barely survive on his resident's salary, plus he owes lots of money on student loans. Alison appears to thank Kim sincerely for the information, but she then opens the door to see the cake. When Kim exclaims, "No!" Alison slams the oven door, ruining the cake. Nancy comes in to find Alison apologizing for ruining the cake, and to hear Kim graciously assuring Alison that she would just whip up another one. Alison impulsively hugs Kim and thanks her for being so nice. After Alison leaves, Kim unloads on Nancy about how hard it is to be sweet to Alison, after all the trouble she has caused Chris. However, Kim and Nancy agree that Kim's best strategy is to continue to being nice to Alison, to "give 'til it hurts." Later that morning, ignoring Kim's advice, Alison and Chris meet with the real estate agent, Leslie Holman. Alison immediately falls in love with an unfinished condo, and tries to bulldoze Chris into buying it.

At metro Aaron worries that he can't get in touch with Lucy. Worried because she was feeling ill the night before, and because he doesn't trust Clark, Aaron calls Fairwinds and finds that Lucy spent the night at Paul Ryan's penthouse apartment. At the penthouse, Lucy is with Rosanna and Paul, who have taken care of her. Rosanna calls Carly, telling her that she left a note at Craig's hospital bedside which informs him that she is leaving Oakdale forever. Rosanna asks Carly to meet her at the Cabot Enterprises gate at the airport before she leaves. Paul and Lucy overhear the conversation, and are upset that Rosanna plans to leave, but Rosanna makes Paul promise to take care of Lucy. As Rosanna leaves, Paul tells her, "I didn't intend for this to happen," but Rosanna doesn't understand, not knowing that Paul is the one who turned Craig in to the Canadian police. In the hospital, Craig reads Rosanna's note and sneaks out of the hospital, despite Dr. John Dixon's admonition that his blood pressure is sky high. He pounds on Paul's door looking for Rosanna, but, when Lucy tells him that Rosanna is at the airport, he rushes off. Soon after Craig leaves, Aaron comes to the penthouse to see what happened to Lucy. Lucy coldly tells him, "I don't want you fighting my battles for me. You're not anything to me any more." Meanwhile, at the airport, Rosanna tells Carly that she will miss her more than anyone else. She hands Carly an envelope "to remember me by." Carly looks into the envelope and exclaims, "Oh, my God!" She stares at the blank check Rosanna has given her so that she can start her own company. She protests, "I can never repay you," but Rosanna insists. The sisters embrace, and Rosanna goes out the door to the plane, and the door locks behind her. Craig arrives and dashes to the door, shouting, "Rosanna! Don't leave! Rosanna!"

Alison convinces Chris to consider buying the condo. She fears Chris's hesitation about the condo is really about her. Chris reaffirms his love and agrees to buy the condo. They see how expensive it will be and realize they can't rent something else while they wait for the condo to be finished. They decide they will live with Kim and Bob. Sarah and Jessica go on a shopping spree to celebrate Sarah's election to student council. Jessica attempts to tell Sarah the truth but is preempted by Sarah gushing about how happy she is that Jessica has taken her letters to Bonnie. After, Sarah finds her letters to Bonnie in Jessica's briefcase. Craig demands that Carly tell him where Rosanna has gone. Carly doesn't know but she says Rosanna is better off without him. Margo arrives and he insists he can save his marriage but Margo says he needs to save himself before he loses anyone else. Carly shows Jack the blank check from Rosanna. She's ready to go back to work, and the check will allow her to start a label of her own. Lucy and Paul inform Jack she was drugged and assaulted. Jack cannot take official action but promises to lean on Clark. Lucy asks them not to say anything to anyone, particularly Craig. Paul encourages Lucy to tell Craig what happened. Craig returns home and throws Paul out. Lucy decides that she no longer stay at Fairwinds. Craig begs Lucy not to leave him. Paul goes to see Jack and Carly to let them know Lucy is all right. Carly and Jack fill Paul in about Carly's good news. Paul pretends to be supportive, but is angry over Rosanna giving Carly the money. Lucy leaves Fairwinds. Alone, Craig remembers his call to Cabot's mother and books a flight to Canada.

Sarah confronts Jessica about never giving Bonnie her letters. Jessica claims she gave the letters to Bonnie but took them back so that Bonnie wouldn't be caught with them. Later, Sarah overhears Jessica confess the truth to Ben. Alison tells Susan she's moving in with Chris. Susan is floored, and tries to persuade Alison to slow down. The Hughes' swallow their misgivings and welcome Alison, who impulsively hugs Kim. After, Kim catches Chris and Alison about to have sex in the kitchen. A shaky Kim makes a hasty retreat and oblivious Chris and Alison go to his room to make love. Barbara tells Jennifer that she and Paul have a special bond because of their life with James. Hal confides in Jack that he thinks Paul is setting Barbara up for a fall. Paul thinks Carly's plan to open her own company is a mistake. Carly suggests that Paul come work with her, but he says he built BRO and Barbara won't be an issue. He asks Carly to keep their conversation confidential. Paul's call to his attorney confirms the papers he has are the key to his takeover of BRO. Paul heaps praise on Barbara's designs and brings out the papers for his mother to sign. Barbara gets her glasses to read every word. Paul acts hurt that Barbara won't trust him and she relents, signing the documents without reading them. Jack mentions to Carly Hal's concerns about Paul's intentions with Barbara and Carly realizes that Paul is planning to destroy Barbara. Craig arrives at the apartment of Cabot's birth mother, planning on scamming her. He fishes for info but gives himself away in an emotional reaction to Cabot. Craig makes a pitch for an open adoption, and offers her one million dollars. Canadian cops arrive and arrest Craig.

Sarah was just about to go out when Jessica told her that she couldn't go out because they were having company to celebrate her winning the school election. The doorbell rang and Casey appeared with a cake in his hands. Margo and Lisa arrived. When the ladies went to the kitchen, Sarah told Casey that she hated Jessica because she had lied to her about giving her letters to Bonnie. Casey tried to explain to Sarah that she was just being obsessive about the letters but Sarah was thinking of a plot to get even with Jessica. Sarah said she would put the letters in a magazine so that the guards would find them and get Jessica in trouble for violating the court order. Casey thought the plan was stupid but agreed to go along anyway.

Cabot's real mother called the authorities on Craig who arrested him after she reported that Craig was trying to buy the baby. Later, Craig was released when the real mother decided not to press charges. Anabelle Fettle spoke up and scared Craig. She told him that she wasn't the one who turned him in. Craig asked the officer but didn't get an answer. Miss Fettle told him that he better find out who turned him in. Craig called Carly and told him that Paul was behind them losing Cabot.

Paul was staring at Barbara's signature and smiling. Barbara was in a hurry and was on her way out when Carly showed up wanting to talk to Paul. Barbara said it would be a short conversation. Paul ushered Barbara and Jennifer out the door and told them a story why Carly was there. Inside Carly picked up the contract and said, "How did you get your mother to sign her own death warrant?" Carly confronted Paul and he confided in her that he planned to take everything from Barbara and leave her with nothing. He wanted to know what part of the plan Carly had any objection to. Paul then asked Carly if she was on board. Paul did some fancy talking making the offer to Carly one she couldn't refuse. Carly was worried about being upfront with Jack about the whole deal. Paul said Jack would be probably be happy and supportive of her. Carly agreed to go along with it just as long as Barbara was out of it. She ran out after Craig called her.

Kim and Bob were waiting for Chris to come. Kim was telling Bob what happened when she walked in on Alison and Chris fooling around on the kitchen counter. Meanwhile, back at the house Chris was getting ready to meet his father when Alison asked him not to leave and they ran back upstairs. Kim came home to blaring music and Alison going through the cupboards. She said she wanted to fix Chris dinner but didn't know how to fix much. Kim said that she needed to speak to Alison and brought up the incident earlier in the day. Susan was listening at the door and decided to ring the bell to get Alison off the hook. Susan accused Kim of blaming Alison for the encounter when she should be accusing Chris. Alison told her mother that she shouldn't come in yelling at everyone. Alison apologized to Kim and ushered her mother up to her room. Chris came in after talking to Bob and told his mother that it would never happen again. Chris walked his mother out and Susan told Alison that she wanted her and Chris to move in with her. Alison said she couldn't do that to Chris and Susan said okay but to keep in touch.

Paul leaves a message on Rosanna's voice-mail when his mother knocks on his door. He wraps up the message while he let's Barbara inside. Babs' ears perk up and she pieces together whom Paul is talking to on the phone. She forgets her place, and advises her son to stay away from Rosanna because she is tied to Craig. Paul starts to reassert his wishes and tells his mother she can no longer discuss anything with him other than business. Barbara seems to be OK with this and meekly suggests she has some ideas for the spring line. Paul is happy to hear this news as he shuffles her out the door, encouraging her to get to work.

Bob offers Mike another construction job at the hospital, but Mike declines saying he's leaving town, "for good."

Henry tries to get Katie to stop moping around the house. She gets ready to head to the hospital to pick up her check, as Henry chases her with a phone encouraging her to call Mike. She doesn't think it would be fair to get Mike's hopes up after she told him she chose Simon even though she still has residual feeling for Mike. She leaves. Henry calls Mike and tells him the hot water heater is broken and he's seeing smoke (likely coming from his own head). Mike dashes over. When he arrives, the 'smoke' is gone and Mike gets to work on the heater.

Katie runs into Bob at the hospital and he asks her to talk with Mike about changing his mind about continuing work at the hospital. She says she can't help him out.

At the Hughes' home, Chris gets off the phone with his accountant who has just told him of Alison's poor credit rating. Alison hopes it won't stop them form getting the new condo. Chris says he'll work something out. Alison leaves to run some errands. Kim comes into the kitchen and Chris confides in his mother about Alison's status. She tries to give her son some advice, "While you're busy being happy, don't forget to throw in a little common sense, OK?" Chris scoffs. She encourages him to buy the condo on his own, then later if he still feels the same way about Alison, he can add her to the mortgage. "It's just a little protection for you. Is that such a bad idea?"

Carly erases message after message Paul has left on her machine, when her front doorbell rings. She thinks Paul is pestering her with a personal visit, but is stunned to see Craig when she opens the door. Carly says she isn't interested in a social visit, but Craig steps in anyway. Craig says he met Ms. Fettle in the Canadian prison and she pointed the finger at 'a man' who turned him in. Craig is certain it's Paul and presses Carly not to trust the man. On his way out, he says, "I'm gonna prove he did it."

Paul calls Carly again, and this time she picks up the phone. She asks to meet him in person to ask him a question. He pops over to her place in a jiff. Moments after he steps through the door, she zings the money question, "Did you have anything to do with Rosanna losing her son?" Paul gives her a look that reveals he knows more than the common person. He deflects the blame and points the finger at Craig, "There is only one person responsible for Rosanna losing Cabot and that's Craig. The responsibility begins and ends with him." He says he's offended she even asked the question, but she reminds him she attended his wedding where he dumped Rose at the altar in front of the whole town, "You're not exactly a Boy Scout yourself!" She decides she was wrong about Paul and they should put this all behind them. Paul comes clean with his true feelings about his mother, and Carly shies away from being a part of that revenge plot. He promises she will have complete artistic freedom, and he will shield her from all of the family drama. Carly decides she doesn't want the aggravation of starting a company from scratch, and as they are about to seal the deal, Jack comes in and sees the two talking in the living room. Jack sneaks in the house and is there long enough to hear the two of them finalizing a design deal. Carly notices her husband on Paul's way out and they all exchange pleasantries. She admits to her husband she accepted an offer to join BRO, and Jack asks, "Are you out of your mind?"

Alison arrives at Metro with annulment papers for Aaron to sign. Alison catches Aaron up on her whirlwind romance renewal with Chris, then gives Aaron the papers. Aaron hesitates, but accepts the papers. Then he tells Alison about Lucy's attempted rape. He feels guilty for not doing enough to protect Lucy, but perhaps he's more upset that Paul came to her aide first spoiling his chance to be a hero. Kim arrives for an afternoon drink with a friend and spies Alison and Aaron from a distance. Alison offers to play cupid between Aaron and Lucy. Aaron doesn't want Lucy to smell a set-up, and Alison promises she won't suspect a thing. They hug as Kim watches is disgust.

Mike fixes the water heater, but his shirt is soaked. He asks Henry for a sweatshirt. While he's upstairs, he pulls off his shirt, and Katie walks in. Her eyes can't make it up past his neck.

Alison walks over to Kim's table to say hello. After Kim introduces Alison to her friend, she confronts Alison about what she was doing with Aaron. Alison confirms she was bringing annulment papers to Aaron to sign. Kim brings up how chummy they seemed. Alison grows a little defensive of her friend, but Kim squashes her argument, "He's also the guy who tried to put my son in prison." Alison defends herself and says, "I don't need you lecturing me. He's going to stay my friend whether you like it or not." Kim has had enough and decides to retreat with her friend in tow, "I don't like the atmosphere in here. Let's go." Alison inhales a mouthful of Kim's dust.

Kim and Alison return home and almost immediately Alison starts to eat crow and apologizes. Kim doesn't let up, "I just asked a normal question, and it seemed to me there wasn't a reason to be so... rude." Alison incenses Kim and says she shouldn't have "taken the bait" in the first place. True colors start to appear and Alison accuses Kim of not liking her and plotting to show Chris how wrong she is for him. Kim says she does like Alison but "I just don't like the things you do." This time she's referring to seeing Alison's arm's wrapped around Aaron's neck today at Metro. Alison asks her if she's going to tell Chris. Kim throws up her hands and walks toward the cutting board. Alison is in the middle of saying it's none of Chris' business who her friends are when he walks in the door. He says, "What's none of my business?"

Alison and Kim try to smooth things over, but Chris still wants to know what they were talking about. They both come clean and Alison reasserts it is still none of Chris' business who her friends are. Kim rolls her eyes, as Chris puts his foot down and says, "You're wrong Alison. It's my business too." Alison looks up at her boyfriend with a 'huh?' look on her face.

Craig pays Molly a visit and demands to know if Paul called the Canadian police. She neither denies nor confirms the allegations. He tries to draw parallels between Cabot, and Bridget & Michelle, and tears start to well up in the corners of Molly's eyes. She says they have nothing in common, "You went and found your misery. Mine came looking for me." He asks her once again, but Molly refuses to answer. He walks past her toward the door. He stops as a tear rolls down Molly's cheek, and she says, "Craig, wait..."