At Colin's grave, Nora is startled by Bo, who looked for her out of concern after her confession. She tells him of her guilt over taking a life, and wonders if Sam will ever forgive her; Bo tells her she is blameless and urges her to phone Sam. When she cannot reach him, she believes he is avoiding her out of anger.
During her concert, Kortney sings a song dedicated to Jessica by a secret admirer. Jessica suspects first Al and then Seth, but both deny being the interested party. Later, as Al walks Jessica out to her car, an unseen watcher observes her.
Sam encourages Blair to tell Todd the truth about the baby, but she is convinced that Todd cannot love her if he is capable of keeping her from Starr. When she seeks advice on retaining custody of her baby, he suggests she marry, and she proposes to him. Kelly overhears and gets the wrong idea, but Sam quickly turns Blair down and cautions her against jumping into another relationship. Outside, he tries unsuccessfully to call Nora.
Lindsay, Will, and Jen plan a family dinner at Sam's. When Nora phones and leaves a message for Sam, Lindsay erases it; after Sam arrives, Lindsay shuts off his cell phone to guarantee an indisturbed evening. Cristian calls from the country club, and he and Jen "dance" over the phone. Later, after Jen and Will have turned in, Lindsay asks to stay the night, and reminisces about old times with Sam.
In the Palace restaurant, Starr refuses to believe that Blair is carrying Max's child and becomes upset at her father. Viki arrives and sends Starr off to wait for her, then lectures Todd on his behaviour toward both Blair and his daughter. Todd lashes out at her, telling her that he heard Blair say she wants Max, but Viki is doubtful. After Todd leaves, Viki asks Starr if she would like to see her mother.
Asa and Gabrielle discussed the details of their revenge plot. Asa planned to take Al out of town so Gabrielle could have a free hand to seduce Max. Further, they needed to get the deed recorded on videotape in order to execute their plan. Asa worried that Gabrielle might really have feelings for Max, but Gabrielle assured a concerned Asa that she would never fall in love with Max again. Max almost caught Gabrielle and Asa conspiring, but they managed to cover it up. Later, Gabrielle told Asa that getting Max and herself on tape in bed would provide the motive for murder.
In Bo's garret, Rae told Lanie that she and Viki wanted to throw a party for Bo and Lanie's engagement. Bo overheard Lanie lie to Rae that a wedding date was set for late September. Alone, Lanie told Bo that she got carried away and mentioned a wedding date when she was talking to Rae. However, Bo reiterated that he wanted to take things slow in the wake of all that had happened. Lanie concealed her disappointment, but Bo noticed that she was hurt. Later, Lanie assured Bo that she was fine with waiting, but it was obvious that she still privately focused on setting a date. Jen arrived to ask Lanie for a birth control prescription. Lanie complied, but also gave Jen a responsible sex talk and provided her with condoms.
Roseanne arrived to tell Cristian that she was leaving Llanview. An emotional Roseanne wished Cristian all the happiness in the world. Cristian tried to convince Roseanne to stay, but her mind was made up. When Jen arrived, Roseanne apologized for not coming forward earlier about Colin's death. Later at Colin's grave, Senora Lena had a premonition that Colin was not done wreaking havoc. Lena informed Roseanne that her soul had been completely restored, and Roseanne bid her farewell.
At Llanview University, it was the first day of the summer session for Jessica, Al, Natalie, and Seth. Jessica and Al were watched as they discussed Rae's class. Seth and Jessica partnered up for their class project, as did Natalie and Al. After class, Jessica's stalker sabotaged the elevator, leaving Jess trapped inside by herself.
As a thunderstorm rages, a black gloved hand switches off the circuits in an LU building. Jess gets caught in a dark elevator, alone after class. She yells for help but no one seems to be around. The gloved hand gently touches the elevator door. Suddenly, the light goes back on and Jess screams as the doors open. Natalie, on the other side, screams too. She only screamed because Jess did and as Jess sings her praises for saving her, Natalie tells her she only pushed the button. They head back to the classroom as Natalie says she forgot her syllabus and reminds Jess that they were the last class of the day so there were no other people to help. The stalker follows as the girls pick up Natalie's classwork and as they head out so that Jess can treat her to coffee. As the stalker follows, it appears that it's Seth.
Jen arrives at Cris' apartment and agrees that she is ready for anything. Cris wants the day to be special for her and they begin to kiss. Later, after the thunderstorm, they head for their special place where they share a dance and Cris tells Jen that he loves her.
As Bo and Lanie relax, there's an adamant visitor knocking on the door and ringing the bell. It's Lindsay and she's decided to forgive them. The couple is quite confused and she tells them it's for accusing her of murder though Bo reminds her that she confessed. So did everyone else, she reminds him back but Bo explains that she was the only one with a motive for murder. They forgave Nora so she's forgiving them and everything else that happened, Lindsay shares. Bo wonders if they should be the ones forgiving her for trying to send Lanie to prison for the same murder. Furthermore, Nora committed the murder in self defense, Bo retorts, as he gets a call to come down to the station. The sisters make amends and agree to be sisters once again. After Lanie goes off to the kitchen to prepare a snack, Lindsay playfully goes through her doctor's bag, listening to her own heart with the stethoscope. She comes across a crumpled paper and at first ignores it, remembering how she's gotten into trouble before. But she's drawn to it and opens it up-it's a copy of a prescription that Lanie has written for Jen for birth control pills. She loses it when her sister returns with coffee and knocks everything out of her hands. She accuses Lanie of trying to hurt her through Jen though Lanie tries to explain that Jen came to her as a doctor and she's trying to protect her, it's something she was going to do anyway, and she's not sure if the prescription was filled yet (Jen has another copy, there was a problem with the pen). She gave Jen some condoms in the meantime which freaks Lindsay out even more, accusing Lanie of putting ideas into her head. Lindsay dashes out to find Jen with Lanie in close pursuit. They reach Cris' apartment where Lindsay bangs on the door to no avail. Chad is nearby(he works at Break Bar) and says he hasn't seen the pair. Lindsay lies, trying to get him to use R.J.'s master keys to let them in but he refuses. He eventually changes his mind when Lindsay offers him $500. They barge in but Cris and Jen have already left. Lindsay continues to search the apartment, worried that Cris is manipulating her daughter though Lanie tries to reassure her that Jen has put lots of thought into what she's doing. Lindsay is concerned that Jen is "...losing her virginity as we speak."
Max visits R.J. at the bar so that he can talk about Gabrielle. R.J. thinks he wants her though Max denies it, badmouths her and has several flashbacks to their passionate love- making. He claims that he's only trying to protect Al when he spends any time with her though she is attractive. He has no intention of becoming involved with her. R.J. teases that he'll probably manage a quickie. After Max leaves, R.J. comments (to himself) that Gabrielle has Max wrapped around her finger "with leather and silk."
Asa and Gabrielle decide that Max deserves murder and discuss their plan. He will not be murdered but will be in prison for committing one. Gabrielle recites her own time in prison down to the minute and thinks it's only poetic justice that Max will be there too, after Bo comes to arrest him for murdering Asa. She plays the scene over in her mind, how she'll be shocked, and Max will be unaware of the whole thing. They set up the plot, how Max will do anything to get his ex-wife back, including this murder. Asa, Gabby and Al will then take off for a tropical island somewhere when Max gets framed and convicted by the video tape that Gabby must make while she's in bed with Max. Asa takes leave to plan his murder. When Gabby is alone Max shows up, grabs her and starts to choke her. He thinks she's "been playing him."
Lindsay bursts in demanding to know if R.J. knows where Cris is. R.J. tells her he doesn't and tries unsuccessfully to calm her down. Lindsay then tells the story of how she got pregnant and had to marry Sam, and tells R.J. she's just looking out for Jenn. However, when R.J. refuses to help her find them, she leaves.
Cris and Jenn discuss all they've been through and Jenn tells him about getting the pills and condoms from Lanie. They have just decided to make love when AL and some friends come up. Al tries to hit on Jenn, but she leaves to be alone with Cris. After she leaves, Al tells another girl there how much he likes Jenn.
Cris and Jenn go in the door kissing, oblivious to Lindsay sitting on the couch staring at them.
Kevin and Kelly's house
Kelly tells Blair that her latest scheme is crazy, as we then see Blair coming downstairs in a wedding dress. Blair tells Kelly that the plan is to marry Max, making him the legal father, then tell him the baby is Todd's once they're married. Then, she says, she will be free of both Max and Todd. Kelly tells her it is farfetched and risky, but Blair says to her knowledge Max has nobody in his life so it should work perfectly. She then leaves to go see Max.
Max demands to know what sort of game Gabrielle is playing with him, and of course, Gabrielle denies everything saying she's just confused. Max and Gabrielle both say they are feeling things they don't want to feel, and Max tells Gabrielle he's not asking her to give up Asa and the wealth, just to give in to their passion. They begin kissing passionately and Blair walks in.
Jessica bumps into a repairman and tells him about the broken elevator, and he insists he just used it. After he leaves, Jess and Natalie discuss their upbringings and Natalie is incredulous at Jess's wealth. She then asks Jess tons of questions about her family,etc. We then see Seth listening to all of this. Natalie then leaves, encouraging Jess to come with her. Jess refuses, and after Natalie is gone, Seth comes up behind Jess and says,"You're coming with me."
Cristian and Jen find Lindsay waiting for them in his apartment.
Seth takes Jess to Rae's classroom and locks them in telling her they don't have much time. When Jess asks, "time for what?" Seth starts walking toward her.
Sam leaves Blair a message advising her, as a friend rather than an attorney, to tell Todd the truth. Todd knocks on the door and walks into Sam's house announcing that "the truth is finally out". Sam responds by saying, "she told you?"
Blair walks in on Gabrielle and Max and tells them she knows what they are and she thinks Asa might want to know about it too. Blair says she has come to see Max about the baby.
Todd has brought Sam a copy of the Sun's story about Nora and Colin. Sam thought Todd might have come by just to wish him well and congratulate him on his freedom but Todd says he really came by to find out what Sam knew about Blair.
Seth tells Jessie he locked the door so no one would interrupt them. Along with the screen and projector, Seth has rented the actual movie film Rae assigned her class to watch. He reminds Jess of what Rae said about part of the mystery film was the actual "theatre of it", of being able to sit in a dark room and watch the shadows on the screen. He asks her if she would like to watch the film. Jess tells him about being stuck in the elevator and indicates she is a little nervous.
Cristian tells Jen she has nothing to defend herself to Lindsay about. He tells Lindsay she is the one in his apartment uninvited. Lindsay lies (big surprise) and says that Cristian left the door unlocked and she was worried about her daughter. She takes Jen aside and tries to say that Colin's murder had brought their "family" closer together, but Jen disagrees and says it had actually torn them apart because of the lies and the fact that they all thought the other was a murderer. Lindsay insists that Jen leave with her and Jen refuses. Cristian tells Lindsay that if she will leave he will not call the police and tries to throw her out but Jen asks to talk to Lindsay alone. When Cristian leaves, Lindsay tells Jen she found the prescription for birth control pills. Jen tells Lindsay that she loves Cristian and sooner or later she is going to show him how much.
Asa asks Gabrielle if she is jealous because Blair is carrying Max's child. Max tells Blair that there has always been something between he and Gabrielle that neither of them could resist. Blair explains that she has the same "addiction" to Todd, but that she is kicking the habit. Max says he wants to be nearer Al and Blair says that they might be able to help each other.
Todd is very nervous about the fact that Blair has not retaliated for his taking out a restraining order against her. Sam tells Todd that he will not be able to keep Starr from growing up and that she will hate him for keeping her away from her mother and baby brother or sister that she will never get to see. Todd thinks Blair has convinced Sam to "bug" him until he gives in and tells Sam to tell Blair that it won't work.
Lindsay and Jen are still arguing when Cristian returns. He offers to leave, but Jen tells him he came at the perfect time. Lindsay starts to threaten Cristian by saying "if you harm my daughter in any way..." but Cristian interrupts her by asking how he could ever compete with her. Lindsay leaves and Cristian tells Jen that her mother is never going to come between them.
Lindsay goes downstairs to see R.J. who tells her she can't keep Cristian and Jen apart, but Lindsay get a complex look on her face and says "Yes I can." Lindsay asks R.J. to fire Cristian, but R.J. refuses. Two girls ask R.J. where Cristian is and he explains that his shift starts later and they voice their disappointment. Lindsay thinks that she might be able to give Cristian the kind of reputation he doesn't want.
As Seth is trying to put "Revenge of the Chameleon" on the projector, Jess tells him she is really not into scary movies, especially in empty classrooms and empty buildings. Seth figures that since the movie was made in the 40's it won't be too scary. Seth and Jess compare their opinions on what makes a movie scary and Seth says he feels that it is when ordinary people and things become spooky and twisted and it makes you wonder if there is anything or anyone you can trust at all. When Seth turns off the lights, Jessie asks him to turn back on, but he says he can't for what they are about to do.
Sam asks Todd to leave, but Todd hides and when Sam leaves the room, Todd slips back in and finds Blair's file.
Asa insists that Blair will be an asset to his and Gabrielle's plan to frame Max. Blair tells Max she has an offer he won't believe and can't refuse.
As they are sitting in the dark classroom watching the horror movie, Seth kneels down behind an obviously very frightened Jessica. She turns to look at him just he reaches out to touch her.
Cristian tells Jen he wants the first time they make love to be perfect. Downstairs at the Break Bar, Lindsay blackmails Chad by saying she will call the police about his being one of the people who helped carry the box with Colin's body in it to the warehouse unless he uses his computer expertise to help her get Cristian.
Blair asks Max to marry her.
Todd reads Sam's notes that say "it is clear that Blair Cramer is still in love with Todd Manning" and wonders what else he is missing.