Max and Blair are in bed talking about Skye who listens at the door, stopping just short of entering because she spied them together. Max professes his love for Blair and tells her that he has a scheme to get rid of Skye. As Skye stumbles away, she encounters Renee, who wonders what she is doing in that part of the house since she's not Starr's nanny any longer. Skye tells her she's just leaving and runs off. In the bedroom, as they are getting dressed, Max tells his wife that he does what he does for them. When there's a knock at the door, they think it's Skye, but it's Starr, who is having a problem with her kite. Max fixes it up for her and she and her mother head for the park. Max has something else to take care of.
As Ben sits down to read the medical book on Max's condition he thinks he hears Viki. When he goes outside, she is not there but shortly after, Skye pays him a visit. She has to know if he ever really loved her and if she appealed to him. She always falls for the wrong kind of guy. He doesn't want to discuss this but Skye is quite upset. She wants to know what's wrong with her and questions him further. Was she ever loveable? Ben admits that he thought he loved her once but they just weren't right for each other. He assures her that she is attractive. Skye admits to being involved with Max and was convinced that he loved her. Ben tells her that Max is only out for Max. He also says that he knew about the affair and Skye admits to trying to protect Max which is why she lied. It started out as a game but she grew to love Max and thought he felt the same until she overheard him telling Blair how pathetic she is. She was happy and loved the world until now. Ben says he still wants justice (or revenge as others call it) and Skye offers to help.
Viki stops by to visit with Nora who fills her in on Lindsay's previous visit. She was acting awfully maternal with Matthew and they had an unusual conversation along those lines. She believes that Lindsay actually is pregnant and if she won't tell Bo then maybe Nora should. Now she's remembering different events like Lindsay feeling ill and running into her at the doctor's office where she was getting a test. Even her affection for Matthew is suspect, Nora thinks. The women then agree that Lindsay has really staged the whole thing. Nora believes that Lindsay has taken so much away from Bo but Viki wonders whether it's from Bo or her. Nora confides that she doesn't know whether she ruined the wedding because of the truth or her feelings for Bo which is why Sam left. She even admitted those feelings to Bo but he didn't want to hear it. She'd be having Bo's baby now instead of Lindsay if things hadn't happened as they did. Viki admits to avoiding her problems with Ben and Nora says she misses Sam, she won't give up on him. The women will help each other through their problems. Nora agrees to stay out of the Bo/Lindsay goings-on. Viki talks about a "friend" who may have cancer and she wants to help her be brave. She will have to deal with things because she can't give up. Nora tells her to be a friend like she is.
Bo questions Téa and R.J. about the incident in the parking garage. Maybe it's an old girlfriend or even Todd after R.J. No way is it Todd, Téa says, and no one even knows where he is. Bo wants him checked out. As Hank stands by, Téa says she is going to check on the bullet. R.J. is ordered to keep a low profile. As Bo gives him a hard time, accusing him of stalling, hiding or protecting someone, R.J. yells back that he's only hassling him because of his own personal problems. Hank agrees with R.J. and Bo eventually agrees too. R.J. starts a list of possible enemies. In the meantime, Téa wanders back to the parking garage where she spots a key lying on the ground. She calls out to Todd who is lurking nearby.
Renee knocks on Max's bedroom door. She tells him how like Asa he is. She wants to know what's going on with Skye and tells him she won't betray his confidences, she'd like to help him. Max tells her he's not conspiring with Skye but he messed up and now he's trying to fix it. She has feelings for him and he can't get rid of her. Renee offers to pressure Asa to do that because that woman cannot blackmail them and ruin their lives. She has no proof of anything anyway, she says. Renee will make sure to keep Skye away from Max's bedroom and when he wonders what she's talking about, she fills him in on how she caught Skye lurking around, looking shocked. Max has to find her right away.
Téa wanders to the park, studying the key she found. She encounters Blair and Starr. As Starr's kite goes off and she runs after it, Téa calls out to Blair. She asks her how Starr is doing and Blair proceeds to gush on their living accomodations at Buchanan mansion. She doesn't really care about Starr because she just married Todd for the money she spits out at Téa.
While the women are having a spirited conversation, Starr runs into Todd. She yells out "Daddy" and they embrace. He tells her that he is always watching her and he can hear her when she talks to Fred, the magic frog because she pretends it's him. He has an important job for Starr and hands her a note to give to Téa. Make sure it's in private, he tells her. They tell each other "I love you" and Starr heads back to the women. When she announces that she just saw her daddy they stare at her in disbelief. Blair wonders if the little girl means Fred, the magic frog, but she insists that her daddy is really there. The women can only look at each other in shock while Todd eavesdrops a short distance away.
John tells Bo that the car used in the shooting was stolen from a car rental agency. There were no prints of course and the cameras at the place malfunctioned that evening. Suddenly, the men(Hank and R.J. are still there) realize they can't locate Téa and that she never went to check on the bullet. Can all of this have to do with her?
Skye thought that she and Max were a team. Maybe he's really railroading Blair when he tells her nice things, she wonders. Ben convinces her otherwise and Skye tells him she has news for him. Ben has lost everything for nothing. Max is faking it, she informs him and not only that, but he's really not Asa's son! Ben can't believe that Asa wouldn't realize it but Skye suggests that with one son far away and the other not speaking to him that Max is looking good to him. Skye also informs Ben that he needs to know who the real son is!
Jessica refused to give Will the security code needed to get in to Asa's house. Cristian overheard Will's plea and later offered to help him in exchange for his assistance in getting an annulment from Roseanne. Blair realized Téa suspected that Todd might be behind the death threats against R.J. Later, Starr relayed the message to Téa that Todd had given her. Skye stopped short of telling Ben the entire truth about the real Buchanan heir and went off to confront Max about his duplicity. Max managed to convince Skye that he truly cared for her.
Skye later began to worry about what she had told Ben. A curious Téa followed the directions on the note Starr had given to her and found herself at Viki's cabin. Ben managed to break into Asa's study and was shocked to find Will there looking for information to clear his name. Ben urged Will to give up his quest and then cryptically told him that he would make things right for their family. Ben also advised Will to find an alibi for the night.
Viki and Kevin have a heart-to-heart about her condition. She tells him not to be afraid to say the word, "cancer." The two of them go to the hospital for her biopsy. When they return to the house, Kevin insists she lays down, but Viki just wants to play Scrabble with the family.
Max finds out from Skye that she told Ben that he was not only faking his condition, but he wasn't really Asa's son. Skye is upset when Max promised not to get mad at her, but instead tells her to get away from him, and leaves her at Crossroads. Max frantically rushes to the Buchanon mansion looking for Ben and Asa. Meanwhile, Ben has Asa cornered in a shed somewhere on the property. Ben threatens to tell everyone in Llanview the truth if he doesn't get Will off the hook from the embezzlement charges. However, soon Ben realizes that Asa doesn't know about Max and reveals the truth. Asa responds by pulling out a gun.
Todd and Téa come face to face. Téa learns that Todd has been watching her for the last year and that he's the trying to kill R.J. Todd insists he was only trying to scare him and that he can't get Téa off his mind. Téa tells Todd she is finally happy and has a "normal" life, with a "normal" man and they make love like a "normal" couple! When Todd asks her to go away with him, she says she will, but first she wants him to make her feel like a woman and starts to undress.
Max is acting crazy in his quest to "find" Ben; he worries the Buchanan clan (especially Viki) with his claims of Ben "going off" about Asa. Sam arrives and spars with Max: "...whatever Ben's doing to Asa, it's about time...Ben won't hurt him...he doesn't need a gun this time, does he Max?" Sam promises Viki he "will take care of everything" as he offers to take Max to Asa. After they leave, Viki is tired and emotionally spent; Joey is suspicious that there is "something going on that I don't know about" but Kevin again covers and insists that "we'll all get answers really soon." After Joey goes home, Viki shares her "strange feeling about this night" with Kevin: "there's some sort of dark force at work...things are changing..." Viki feels very alone in her battle: "Ben can't help me and, at this point, I can't help him...we love each other about as much as any two people ever...but if I have cancer, his love is not going to change that...I can't change what's going on inside him...we're both all alone." Later, a doting Kevin brings his mother a cup of tea and listens sincerely as she shares more of her fears amidst her wisdom: "Basically we're all alone...we go through life locked in these bodies - praying they won't betray us - and we reach out to others who are locked in their bodies fighting their own demons..." Viki is hopeful that "if Ben can face down Asa and decide to do the right thing, there might very well be a chance for us after all...tonight so much seems to be hanging in the balance...that's the way it is and I accept it."
Sam brings Max to his house but, of course, neither Asa or Ben are there. Max is upset at Sam's "tough guy" routine and tries to leave when Sam tells him that "right about now your father's finding out the truth." Sam is forced to punch Max in the mouth to make him listen to his deal: "you don't get something for nothing...how did Asa frame my son? I want to know what Asa did and how he did it...let Ben hand Asa your head on a platter...somebody's going down tonight...is it you or is it Pa?"
Cristian is anxious to know if Will got what he needed on Asa, but Will lies and says he "didn't even go to the mansion." Cristian accuses him of chickening out, but doesn't believe Will simply spent all that time "driving around." As Cristian is ranting that all Will's claims of being innocent are "all bull," Jessica enters the diner and wants to know if Will knows anything about Ben's whereabouts. Will answers that he has "no idea what Ben is up to right now" although "he has a lot of reasons to be angry at Asa." While Jess thinks this means that Max was right to believe that Ben will hurt Asa, Will wants Jessica to realize the truth about Asa: "he's not this wonderful man...he's a crook and a liar and he's been trying to destroy my family since the day we got here...you have your own reason for not loving me...but if any of it is because of him - if he is running your life like that - then you are in big trouble." Cris tells Will to leave so he can offer Jessica comfort when she's afraid "what if it's true?" Cristian promises Jessica, "I'll be right here...I'm with you this time." Jessica thinks they are "two completely different people" since high school when things were "simple." But Cris doesn't want to believe that, "If we want it to be, it can be that simple." Jessica avoids the subject by talking about her trip to Cancun with her girlfriends, but does promise to see Cristian upon her return.
Tack Room at Asa's Mansion
Ben and Asa continue to go at each other; Asa doesn't believe Ben's "crap" about Max's deceptions and Ben doesn't believe that Asa can actually pull the trigger and shoot Ben. Ben seems amused that "Max is the joke and you're the butt of it...he played you...he got you twice..." while Asa says that he "will enjoy every damn second I get watching you die." However, when Asa finally does try to shoot Ben, he is upset to find that Ben "messed with the firing pin" but vows that "I didn't need a gun to get rid of your sister...I don't need a gun to get rid of you." Ben just wants to "make a deal...the truth about Will or the truth about Max" but Asa isn't in a deal-making mood. He does seem to question if Ben could be right about Max faking the DNA tests and all the coincidences involved, but that could just be his bad heart weakening because when Ben pulls out a tape recorder and wants Asa to "speak the truth about Will...loud and clear so your real son, the commissioner, can hear every word..." Asa just sits back on the stool and tries to loosen his collar while a major sweat breaks out on his brow.
Viki's Cabin - TnT
Téa implores Todd to "make love to me...show me you've changed...show me you can give me what I need...I'll go with you...we can be together again and have everything you want." Todd wonders if she has a playbook for this; does she want to do it on the floor, in the bedroom or perhaps on the kitchen counter? Todd won't do this because as he explains, "we don't get to be happy...we're better than that...we're more." Neither one thinks the other has changed and for Téa that is unacceptable. "If you won't touch me, I can't go with you...you are a burned out shell of a man who can't even imitate human feelings." When Todd wants to know why Téa came to the cabin, she informs him it was to "tell you to go to hell!" Todd believes that she knows "you belong here...we were born to be together...you will come with me because you want what we have." Téa wonders what Todd will do if she doesn't go with him, but he promises that R.J. is "safe" because "you will come with me to be with me, not to save R.J. Gannon." Todd believes that Téa "will come with me because I will surprise you...I miss having someone to surprise...I miss being scared that I will lose you...I miss pushing you away. If you come with me I will try not to push you away." Todd warms two cans of soup and they sit down together to share the soup and more of their feelings. Téa doesn't want to "leave everything...work...friends" but is willing to "meet half way" if Todd would "offer...the comfort and support of what I have here" but Todd is unwilling to come back to Llanview because, after all, "what would I do for fun?" While Téa observes that Todd has Starr, Viki, and Sam in Llanview, Todd believes those people are "better off" without him. For him, it's about "you and me" and it is "simple" but Téa isn't sure she's "ready to give it all up, especially for you." Todd jumps up from the table, ready to go: "I'm going...are you coming or not?" Téa tearfully tells Todd, "I can't do it...I can't give up everything...I can't let you be my whole world." Todd wonders, "Why not? You'd be mine." For Téa, it's "too late" but Todd answers, "For you, not me...come with me, please." Todd holds out his hand to Téa and she reaches out hers to him. The scene dissolves before their fingers touch.
Carlotta's Diner has become the headquarters for the search for Téa. Bo is there, along with Hank, Jared, Sykes and several other officers. Bo tells Sykes that they've investigated two of the three names that R.J. gave them, one was in Atlantic City at the time of the shooting and the other is in jail. Find out what you can about this third person, Bo instructs, and Sykes heads out the door. Nora arrives and goes over to speak to Bo, who tries to blow her off, telling her he's busy. Nora won't be put off, though, and mentions that she's come across some information that could possibly be "explosive." She's not sure whether to pursue it, it doesn't directly have anything to do with her. "That's never stopped you before", Bo points out. That's true, Nora agrees, but she's learned "the truth can sometimes be overrated." Just then, R.J. bursts in and heads right for Jared. He grabs Jared by the jacket and lifts him up, demanding Jared tell him where Téa is, "where is my woman!!", he shouts.
After being pulled off of Jared, R.J. accuses that Téa had some information about Jared, something bad enough to make him want Téa to disappear. But Jared denies it, and R.J. has no proof. Bo gets R.J. to tell him about the last time he saw Téa, which was about 5:30 in the park. R.J. thinks that the person that took her knew "she had information he desperately wanted to bury." Bo isn't so sure, he suggests maybe the person just "wants Tßa" and doesn't like the fact R.J. is with her. Nora comments that two of the four attacks on R.J. have occurred when Bo was there. That makes Nora think that the person knows Bo, too, and is playing games with him. Bo asks R.J. what they talked about in the park. R.J. says that Téa was telling him how much she valued their time together, how she would always love him, no matter what happened. "Isn't it obvious, Téa was saying goodbye", says Nora. That doesn't make any sense to R.J., if she was trying to run away from the shooter, she would have said something. ."..not if she was running away *with* the shooter", Nora suggests. Bo sees where she's going with this, "Todd Manning."
Bo thinks it make sense, all the sneaking around and game playing sounds exactly Todd. R.J. can't believe that Téa would leave town with that "freak" Manning. Nora suggests that maybe she did it to protect R.J. "Protect me from Manning? I will rip his throat out with my teeth", R.J. threatens. Bo puts out an APB on Todd and sends Sykes over to check with Blair and see if she knows anything. Bo tries to figure out where Todd would go. If Téa with him, he'll want to make her as comfortable as he possibly can, like he did when he kidnapped Starr, Nora suggests. This gives Bo an idea of where Todd may be and he, R.J., Hank and the policemen rush out of the diner. But before they go, Bo orders one of the officers to keep an eye on Nora at all times until Todd is taken into custody.
Outside Viki's cabin, R.J. is anxious to burst in and save Téa. Bo holds him back, reminding him that they found Téa's car neatly parked right down the road, indicating she came there of her own free will. Finally, Bo enters the cabin and finds a note addressed to him lying on the table. The note says, "Gotcha!...We're Outta Here...Yours Truly... Todd Manning."
At the Buchanan mansion, the lights have come back on and Blair is still looking for Max, she can't find him anywhere. "Maybe he doesn't want you to find him, I wouldn't", Skye snipes at her. Blair warns Skye that she'd better not have done anything to hurt Max. Skye denies telling anyone the truth that Max isn't Asa's son. Renee interrupts their sparring and asks to speak to Skye alone. Blair is more than happy to go and keep looking for Max. Renee tells Skye that she *is* Max's mother, no matter what the DNA says, and she won't let anything come between Max and his happiness. Renee's sure that if Skye had any proof to show Max isn't Asa's son she would have used it by now. Skye warns her not to be so sure and comments on the fact that Renee's real son is out there somewhere. "What if he needs you and Asa right now?", Skye asks. Sykes arrives looking for Blair and Skye quickly leaves the room when Renee, thinking that Sykes is looking for Asa, says that Asa is not around right now. Blair comes downstairs and tells Sykes that Starr said she saw Todd in the park earlier that day.
Kelly arrives at Llanfair and finds Joey sleeping on the couch. He wakes up and they talk about the wedding invitations and how they should send them out soon. They are kissing when Kevin walks in and he tries to leave them alone, but Joey stops him and says "you and I have a score to settle." Kevin and Kelly get very tense, but Joey's just talking about the game of Scrabble that they didn't finish. As they play, Joey goes on and on about how important the two of them are to him and how glad he is that Kevin will be his best man at the wedding. But Kelly is going over Blair's advice in her mind that she should sleep with Kevin to see if what they have is real. Kelly and Joey get ready to leave and head out the door, but Kelly comes back to get something she forgot and she and Kevin exchange a look.
Sam is still trying to get Max to admit he's been faking the brain damage. Is that why you don't want me to call the cops, Sam asks, because you're more worried they'd haul you away for fraud. Max dares Sam to do it, telling Sam that at least that way Ben can keep Will company in jail. Sam grabs Max and is probably about to hit him again when Sykes arrives. Max takes the opportunity to leave, and Sykes questions Sam about the name on R.J.'s list. Apparently Sam's law firm had defended the person some years ago. Sam can't give much information, but says that the guy was no criminal master-mind and doesn't think he's smart enough to be the person that they're after. Sykes has gone and Sam is heading out the door to go look for Ben. But when he opens the door, he finds Will standing there. Will eventually admits to Sam that he had gone to Asa's to try to break into his computer and he saw Ben there. How did Ben act, Sam asks. Will describes Ben as "spooky, kinda cold and he was after Asa."
Ben realizes that Asa's in the first stages of a heart attack. He offers Asa a deal, either he can clear Will of all charges, or he'll die. Asa tells Ben to let him out of there, and Ben obligingly unlocks the door, knowing that Asa is too weak to make it on his own. Ben tells Asa to consider his offer, "I've got all the time in the world, but I'm afraid you don't." Asa thinks that Ben doesn't have the guts to sit there and watch him die, but Ben assures him that he does. And when Asa dies, Renee will inherit everything of Asa's, including the charges against Will, and Renee will certainly drop them. So Ben wins either way, and he certainly is capable of watching Asa die.
Max arrives and begs Ben to help Asa, he's a doctor. Not anymore, Ben reminds him, Max and Asa took that away from him. "If Asa dies, you're going to regret it... I'll do anything you want, please just help him", Max promises. "You've got to save him, Ben, because he's your father", explains Max.