Mel has turned back on the respirator and other machines attached to Richard, attempting to discern his status. When the alarms go off the other medical staff comes running, along with Lillian and Reva. Michelle is standing at the window watching.
Harley tells Gus that she is going to the Spaulding mansion because she would feel better having Zach at home with her given Phillip and Alan's state of mind.
Cassie awakens and Josh is at the door. He tells her everyone has been looking for her, that she needs to get dressed and go with him to the hospital. Cassie is remembering the night before, recalling her visit from Richard. Josh tries to sober Cassie with the news that Richard has had a stroke and she needs to be with him. Cassie holds up a hand to slow Josh's urgency. She tells him it's okay, that she knows Richard is gone. Josh tries to argue with her but Cassie interrupts and tells Josh that Richard came to her last night to say that he was leaving, that he was at peace now.
Harley arrives to find Phillip in the middle of telling Olivia all about Gus' murder conviction in his juvenile record. When he speaks to Harley privately about what he has found out, Phillip is astounded to hear that Harley already knew.
Mel comes out to tell Reva that it's over, Richard has passed away. Reva is relieved, and overcome anew with grief at the thought of telling Cassie.
Ed and Rick talk about what Rick wants at his funeral if he should die. Gus brings Jude in for a visit with his daddy.
When Cassie and Josh arrive at the hospital, Reva has a difficult time explaining about Richard's stroke and his subsequent death. But Cassie is not surprised, and tells Reva how glad she is that her sister was with him when he died. She tells Cassie about her visitation from Richard and how he was filled with peace at his leaving.
Phillip is a tyrant on the warpath, who tells Harley that he is keeping his son with him and there is nothing she can do about it. Harley accuses him of morphing into his father.
Cassie is tearful, but seems calm. When she asks why Richard is still hooked up to machines, Lillian reminds her that Richard is an organ donor and if she gives her permission, they will proceed with harvesting his organs. Cassie is confused about why they need her permission when it is Richard's body, his organs. Lillian says that's just the way the law works, that even when someone signs a donor card, the ultimate decision rests with the closest surviving relative. Which as his wife, she is.
Harley asks for her son, but Phillip refuses. She says he cannot keep her son from her, but Phillip claims that according to the custody agreement he can and will keep his son with him. He adds that he will be looking after Jude as well, since he promised Rick he would do so. Harley lets Phillip know he has one night to reconsider his stance, she will be back tomorrow to get her son and if Phillip tries to stop her then, there will be war. Phillip says, "Count on it."
Once Harley is gone, Olivia returns bearing Zach. Phillip tells her this thing could get really ugly, and while he hopes not, he does like the idea of having Zach with him always.
Harley rushes to the hospital to make sure that Jude is safe with Gus. She panics at first when Gus does not have him, but is reassured when she hears Jude is with Rick. Harley tells Gus about her encounter with Alan, but downplays the entire ordeal and does not mention Phillip's dire threats.
Josh catches up with Reva in the chapel. She tells him how horrible the pain was for Richard before he passed, and that she's glad Cassie did not have to see her husband that way. Reva struggles with whether or not to tell Josh what she did. The two of them silently pray together in the quiet darkness of the chapel.
Cassie wanders by Rick's room looking for Reva. She asks Lillian if she can choose the recipient of Richard's organs. Lillian tells her it is not common, but can be done. The only problem is the issue of whether or not the organ donor and recipient match. Cassie tells Lillian she would like to take whatever steps are necessary to specify a certain individual for Richard's heart.
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Holly advises Blake to examine her relationship with Ross to discover why Tory was able to get so close to destroying them. Ross arrives home with Kevin, Jason and Clarissa. Holly takes the kids to the beach and Blake and Ross sit down to analyze their relationship. At the hospital, Tory is taken to the psychiatric ward. At the beach, Marina desperately tries to get Ben's attention, but he is only thinking about Marah. Shayne gets a call from Josh about Richard's death. He and Marah try to keep Tammy occupied before Cassie gets there to break the news. After he has apologized for the bet again, Marah lets Ben comfort her when she is saddened by Richard's death. Alan confronts Olivia about why she hasn't answered his marriage proposal. Later, she tells Phillip about Alan's proposal, but when he doesn't get jealous, Olivia reveals that Bill followed Beth to Texas. Alan returns, questioning what business Olivia has with Michael Masterson, the book editor. Olivia avoids his question, but is delighted when she learns that Lorelei's diary is going to be published. In Texas, Beth is startled to see that Bill has followed her. They share a steamy dance and almost kiss. Beth pulls away and is surprised when another bar patron refers to Bill as Lorelei's boyfriend.
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ICU (outside of Richard's room)
Reva entered and asked Cassie if there was anything they can do for her. Cassie said that she needed to go to the beach and get the kids. Josh told her that Marah and Shayne are watching the kids. Lillian told Cassie that Rick Bauer is a match for Richards's heart. Reva was shocked. Cassie said it didn't matter if Rick knows whose heart it is. Lillian exits. Josh told her that she is doing a wonderful thing. Cassie exits to go get the children.
ICU (Rick's room)
Lillian entered Rick's room and told him about the heart. Everyone was ecstatic. She said that the cardiac team was on their way. Sr. Pierce entered. Jokingly, he wanted to know what Rick would be doing for the next three hours. Dr. Pierce exits to prepare for surgery. Michelle and Danny exit. Ed told Rick that he would stay for the surgery. Mel told Rick she loved him. Ed entered and told them the surgery was a success.
Outside of Rick's room
Michelle asked Lillian whose heart it was. She told her that the heart belonged to Richard Winslow. Michelle thanked her for telling her. Danny wanted to know why it was so important that she know. Michelle told Danny how determined Mel was to get Rick through this and she knew the time was running out. She had a feeling that Mel would do anything. Danny wanted to know if she thought that Mel pulled the plug. Michelle and Ed are looking at photo album of Rick and the family.
In Texas (Palomino bar)
Bill wanted to know what happened while he was at the bar getting their drinks. Beth asked if they were hot when she was Lorelei. She reminded him how she is trying to figure out her past. He said that he and Lorelei were friends. But she still didn't believe him because of the dancing and the skinny-dipping was quite intimate for just friends. Beth wanted him to start acting like her friend. Once again, Bill and Beth return to the dance floor. Beth asked him why he is holding back on telling her anything. Bill reminded her of the good life that she has now. But she insisted that she needed to fill in the missing blanks of her life. Bill commented how he wished the part about them would come to her. Dancing and Holding her tightly, Bill said he hasn't forgotten. He told her they were more than friends and they were lovers. Beth returned to the table and asked Bill to tell her everything. He said the story started at the Palomino. He explained that the air conditioner was on the binge and he stepped outside. Lorelei came up behind him. Bill remembered how Lorelei looked liked Beth. Lorelei asked him if he liked to dance when he was hot. They begin to dance outside of the Palomino. Bill told Beth that he wanted Lorelei every minute he touched her and the feeling was mutual. Beth wanted to know if they slept together. Bill said that Lorelei made him wait probably to drive him crazy. Bill said a week later it happened. He said that one night in one of the stables after they put their horses up, they made love. He said everything about that night was so clear. He remembered the scent of Lorelei and the feel of her body against his. Bill said when he woke up Lorelei had left town. Bill said when he saw her in Springfield, Lorelei's memory came rushing back. But Beth didn't believe his story. Beth told him she had a good life and there was nothing to remember. Beth wondered why he isn't mentioned in Lorelei's diary. He pulled Beth toward him kissed her passionately on the lips. She slapped him and told him to never do that again. Bill wanted her to spend some time with him to see if there are feelings. But Beth said she needed to return to Springfield and exits.
At the Beach
Cassie, Reva, and Josh enter. Cassie said the kids looked like they are waiting for someone. She cannot figure out how to tell them. Josh explained how he told his children when he thought that Reva was gone. Cassie walked up to the children and told them that she loved them. Tammy said she knew that her dad was dead. Cassie hugged Tammy. Cassie and the children exit. Josh told Reva that at least Richard isn't suffering any more, and he thought it was a miracle. Reva told him that God had nothing to do with it. Reva said that God didn't take his life because she did. Reva began to explain the circumstances that made her turn off the ventilator. Reva continued to tell Josh how much pain Richard was in and he begged her to end it all. Reva explained that at first she prayed. Reva said when she returned to Richard's room he opened his eyes and she felt that it was a sign. She said another stroke hit and he went through agonizing pain and once again looked into her eyes for help. After she turned the alarm and the power off of the ventilator, he was so still. She said she sat there and held his hand and sang to him. Josh said he didn't know what to say. He reminded her that she took a man's life. But she said she did it out of love. Josh said he couldn't have done it and couldn't imagine justifying that action. But she knew if she didn't do it, she would be denying him his dignity. Josh told her that he is on her side. He said he would use the word "angel" to describe her. She hugged him. Josh suggested that she not tell Cassie, but Reva thought Cassie deserves to know.
At the Beacon Hotel
Tammy and Cassie remembered when they were there and took pictures. Tammy remembered that she told Richard how she wanted her wedding to be. Crying, she commented that she thought Richard would be at her graduation and her wedding. Cassie exits to get a few things from the second floor.
Cassie returned to the room and climbed on the bed. Crying and holding tightly to the sheet she called Richard's name. She reached down to pick up the rose that Richard left her. Using the rose she wiped the tears from her cheek. She opened the window and once again she saw the lion walking quietly.
At the Chapel
Ed, Michelle, and Danny join Mel as they lit candles and prayed.
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At the Spaulding mansion
Olivia interrupted Phillip on the phone. He was talking to his lawyer about getting full custody of his son. Olivia proceeded to tell him that Rick got a new heart and got through surgery. Phillip picked up Olivia and hugged her. Beth entered. Phillip told Beth that Rick is ok. Beth told him that Lillian called her in Texas. Alan entered and Phillip told him the news. Phillip insisted that Beth tell him what she found out. He wanted to know if she had some help because he knew that Bill was in Texas as well. Phillip thought that Bill had a crush on her because of Lorelei. Beth reassured him that she could handle it. But he still felt that something intense probably happened between Bill and Lorelei. Beth wanted to check on the kids, but Phillip said the conversation wasn't over. He told Beth that Zach was going to stay with them for a while. He felt that she did survive this ordeal, and he is curious as to what happened. He reminded her that she was not on trial and if Bill helped her that it was ok. She told him she loved him and they embraced.
Outside of the Spaulding mansion
Alan told Olivia that Richard died. But Olivia couldn't believe it. She explained that she was nineteen when she started to work at the palace and she could feel him walk into a room. Olivia said Richard was her mentor and friend. She got upset because of the way se has been acting. Olivia broke down in tears and Alan took her in his arms. Alan reminded her that Richard would want her to think about the good times. But she remembered the last few times she saw Richard and she could tell that he had been disappointed with her. Alan told her that one minute away from her was intolerable. He suggested she reach and get what she needed in life without hesitation. She turned to Alan and went into his arms.
At Cedars Hospital
Michelle told Danny that she probably crossed the line in going to Lillian about where the heart came from. Bill entered. They told Bill that Rick got through the surgery. He said it is amazing that a heart became available. Michelle had a flashback to when she saw Mel in Richard's room. Danny wanted to know if she was ok.
Edmund goes to Richard's room holding a bouquet of flowers. When he opened the door he sees an empty bed. Ed Bauer told him that he was moved downstairs. Edmund wanted to know if what he heard was true about Rick. Ed told Edmund that Richard passed away. Edmund was in shock and had trouble believing Richard was gone. He was hesitant and couldn't believe that nothing could have been done. Ed explained that Cassie wasn't there when he died. Ed tried to convince Edmund that if Cassie had been there, she would have given him a call. Ed further explained that Cassie gave the gift of life to others. Ed wouldn't divulge the information as to who received the organs. Edmund was furious to know that his brother's heart was beating in someone else's chest. Edmund knew that Rick received the heart, but Ed didn't comment.
Edmund was out of control as he yelled at Ed while Michelle and Danny are listening. Edmund wanted an answer to what is going on. Edmund made the statement that it was a pity that Richard couldn't have received the gift of life. He felt that if Richard had round the clock surveillance, maybe he would be alive too. Danny stood behind Edmund and told him that he is making a scene. Michelle ran to Danny and told Edmund that she was sorry that he doesn't have the heart and feelings that Richard had. Lillian entered. She said that everything possible was done for Richard. Edmund told them they were pathetic and arrogant fools. He told them they haven't heard the last of this. Edmund exits. Danny said he would make sure Edmund doesn't cause trouble.
As Bill exits to get some coffee he ran into Beth and Phillip. Bill told Beth that he met another one of her ex-husbands. Phillip and Beth go to recovery room to talk to Ed. Ed told them about Richard.
Michelle told Danny that Edmund was right about what happened to Richard. She is concerned because of what she saw Mel doing.
Edmund returned to Richard's room. Outside of his room he overheard Lillian telling Dr. Pierce about the ventilator not operating for a few minutes. Lillian suggested they not mention this to anyone. Edmund commented to himself that it is too late.
At the Beacon
Reva told Cassie that she doesn't have to prove to anyone how tuff she is. Josh suggested that he and Reva leave, but Reva asked him to take the kids to the beach. Josh exits with the children. Reva told Cassie that there is something she needed to talk to her about. Cassie started crying because she was trying to be strong for the kids. Cassie is devastated because Richard was gone, and she said this isn't the way it is supposed to be. She told Reva that today was their anniversary. Reva and Cassie sat on the steps and Cassie lay down on Reva's lap. Reva reminded her of the day she adopted Will and how happy they were. They reminisced about Cassie and Richard's wedding and how they could still hear the vows. Reva told her that she would always love her. Reva stood up and said that if it weren't for her they would be celebrating their anniversary. But Cassie told her that it wasn't her fault. Cassie begged Reva to not torture herself because it isn't her fault. Cassie felt that every time she looked at the kids it was a painful reminder.
On the beach
Cassie talked to Tammy about Richard being a part of their lives forever. Tammy told her that there is nothing ok about this and she hated God. Cassie said Richard would probably be buried in Springfield. After calming down, Tammy said they would visit him even if he were in heaven.
Ed called Josh on cell phone to let him know about Rick prognosis. He told Reva that Rick is doing well. But Reva said there is no way she can tell Cassie the truth. Josh held her.
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Harley and Gus desperately search the house for custody papers concerning Zach. Harley claims she will not let Phillip take her son under any circumstances.
Phillip and Beth are at the beach. Marina runs into them, and she thinks they are giving her the cold shoulder and calls them on it.
Blake and Ross are having an intense personal conversation at Company.
Carmen and Tony show up at the Beacon, back from their "vacation." Carmen is not a happy camper. Danny suggests she get a grip on her attitude, or her next vacation could be an even more extended stay. This shuts Carmen up. For a moment, anyway. Tony is sent to keep an eye on the Beacon foreman. He claims this will be a breeze compared to babysitting Carmen.
Once Tony arrives at the Beacon, he has some flashbacks to the night of Reva and Josh's wedding when he and Marah were so happy.
Meanwhile, Marah shows up at Company. Blake expresses her sympathies concerning Richard, and asks if there is anything she can do to help. Marah assures her all is taken care of, and Blake reluctantly goes back to her conversation with Ross. When Blake cannot even articulate clearly to Ross what she needs to be able to move forward - Ross takes a break of his own and goes to speak with Ed.
Phillip and Beth deny being angry with Marina, but explain that they cannot speak for Lizzie or her feelings. After Ben drags Marina off, Phillip and Beth decide they are going to focus on forgetting all the challenges in their lives and have a pleasant day at the beach together. Lots of kissing ensues.
Harley finds the custody agreement and realizes her legal rights in regard to Zach are not as straightforward as she thought they were. Apparently, joint custody hinges on "mutual agreement" between Phillip and Harley. Gus recommends they get a new attorney and promises Harley that they will get through this together. Harley seems to be planning on a different course of action to ensure her custody of Zach.
Ed counsels Ross to just slow down in his pursuance of Blake. Ross concedes he might just have a point there. And he tells Ed, from now on, no more trips, he needs Ed right here in Springfield.
Back at the beach club, Ben tells Marina she needs to hold her tongue when it comes to the members of the club. Marah breezes through and Marina takes the opportunity to tell Ben he is totally fumbling in his approach to winning back Marah Lewis.
Carmen talks all tough with her usual arsenal of threats to Danny and Michelle. They manage to hold their own quite well against Carmen. Michelle tells Tony she's sorry about the situation with Marah, and while Tony is telling her it is all for the best - Marah walks in.
Phillip and Beth's romantic bliss takes a brief break while they discuss her trip to Texas. Phillip assures Beth he doesn't need any details as long as she is all right not talking about what happened. Beth says she's ready to put the past behind her and move on.
Harley gets Jude and sets off on a journey to reclaim her other son.
Michelle leaves Tony and Marah alone for a moment. Tony tells Marah how sorry he is to hear about Richard's death. She thanks him for that and walks away to wait for Michelle alone. Tony follows her and says he can leave if it will make her feel better, safer. He tells her nothing like "that" will ever happen again. She tells him, no, it won't. And turns her back on him.
Ross asks Blake if she loves him. If he is a good provider. She assures him all that is true. Ross wants to know if Blake will marry him?
Harley comes into Company and tells Buzz she needs him to watch Jude for a little while, and takes off with determination. At the police station, Gus is on the phone with lawyers trying to find out whatever he can about Harley's custody agreement and the legal situation regarding Zach. It's not sounding like good news at all. Just then, a report comes in that an alarm has gone off at the Spaulding Mansion.
Harley is caught by Alan's assistant trying to leave with Zach in tow. When he tries to physically detain her, she pushes him away. He claims he has injured his back, just as Gus walks in. He tells Gus to arrest the trespasser, and Gus tells Harley she is under arrest.
Blake asks Ross if she is allowed to take the 5th in regard to his proposal. When he says no, she does too.
Marina proceeds to give Ben advice on his love life. She tells him she could be very good for him.
Marah and Tony each have separate little daydreams involving an apology from the other. The two versions couldn't be more different. While it is clear they wish they could be together, their ideas of getting back to that place are miles apart.
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