Cole wakes up from a bad dream where Olivia and Caitlin both declare that he will have nothing to do with their babies. He gets up and calls to confirm his hotel reservation when he's finally going to talk to Olivia alone.
Caitlin brought mom breakfast in bed saying she doesn't want Olivia to overdo it with her "high risk" pregnancy. Gregory walks in and is glad to see Caitlin taking care of her mom. Caitlin leaves and Olivia expresses her disgust with Gregory and what his plan will do to Caitlin. She even accuses Gregory of using Sean and even her, but he denies saying he is doing what is best for everyone. Gregory leaves and Olivia remembers her meeting with "Bette."
Richards' Living Room
Downstairs, Sean questions Caitlin's happiness and lets her know he is there for her. Caitlin assures him she is happy, then leaves to go meet Cole on the beach.
Annie comes in carrying Ben's sandy computer she found on the beach. With his computer, she says she can control any e-mails to and from Meg. Bette reminds her that there are other means of communication. Why Ben didn't come home last night, Annie says she "knows" he was and still is at The Deep busying himself with his work. Bette tries to make Annie see how absurd she's being in her obsession of getting Ben to love her and not Meg.
Tim calls saying he doesn't think Ben has contacted Meg. Annie says she is sending Meg an e-mail from "Ben." As she hangs up the phone, Bette boldly disagrees with Annie's latest antics and reminds her of what she is doing to Meg. She went on to say that Ben does not love Annie, he loves Meg. Annie gets upsets remembering all the rejection she's faced growing up and then vows to never give up on Ben.
On the Beach
Cole and Caitlin embrace and he told her he has a meeting he can't miss. He pledges his love for Caitlin and promises she is the only one for him.
As Olivia rushes out to her meeting, Sean shows up wanting to talk. He feels so bad for hurting Caitlin by going behind her back. He wants to make sure that Caitlin will realize that what her family is doing is because they love Caitlin. He thinks about Tiffany and her quick departure out of his life.
Finishing up breakfast, Meg's mom asks Meg about her date with Tim last night only to realize how sad Meg is. Joan gives Meg some mail she received from The Deep. Both happy and scared, Meg opens the letter only to read that it is about her last pay check and not something from Ben. As only a mother would, Joan asks Meg whether leaving Sunset Beach was the right decision to make, because no matter where Meg is, Sunset Beach or Ludlow, Joan wants her daughter to be happy.
Olivia walks in yelling out for Bette only to see Cole, only then realizing that Bette set her up. Cole demands her to admit that the baby could be his and to admit to her lies. She adamantly denies his accusations, when all of a sudden, Olivia crouches over holding her stomach then falls to the bed crying out in pain.
In the back seat of a limo driving through Susnet Beach, Helena is headed to the Richards' to talk to Caitlin. She is reading the newspaper article Bette wrote about Cole and thinking about her phone conversation with Sean.
Richards' Living Room
Caitlin returned home and sees Gregory waiting to talk to her. He wants her to know he will do anything to protect her. The doorbell rings and Caitlin answers the door. It's Helena and she wants to talk to Caitlin alone about something they have in common. Caitlin recognizes her from the picture and invites her in. After Gregory and Sean leave the room, Caitlin wants to know why Helena is here.
Upstairs after Meg gets dressed, she looks at the picture and decides to write Ben a letter about her love knowing that she belongs with him. As she gets to her computer, she sees she has new mail, so she reads it not knowing that it is the e-mail from Annie pretending to be Ben. Distraught, she goes and cries on her bed. Tim walks in hearing her cry and comforts her with a hug. After saying she can not believe Ben could be so cruel, Tim told her he is glad she has finally realized it. Meg is never going to let Ben hurt her again. She asks to be alone, then gets out all of the Dorothy and S.B. e-mails to destroy them. Tim leaves.
Meg went outside taking the picture of Ben with her. She's not crying but she is obviously hurting. Walking towards the road, she sees a car driving toward her house. As the car gets closer, Meg becomes more and more interested in who it could be. Turning into her driveway in a white convertible BMW, Ben stops and looks at Meg. He gets out of the car and walks towards her without saying anything. They are just looking into each others eyes.
Caitlin and Helena had their chat. Helena warned Caitlin that Cole will break her heart as he did hers. She went further into detail and told Caitlin how Cole romanced her, proposed to her (with what seems the same proposal he gave to Caitlin) then left with the family jewels. Caitlin who was hurt and confused, asked Helena to leave. Gregory then walked in with Sean behind, Gregory (who acted clueless) asked Caitlin what that was all about. Caitlin just cried on her daddy's shoulder. Gregory received a call as to Cole's whereabouts, he's at a hotel with another woman. Caitlin conveniently overhears and told Gregory to give her the details.
Olivia continues to have pains in her abdomen. Cole is about to call 911, but she feels a bit better and grabs the phone from him. Cole told her he knows everything, her alias (Mrs. Cole), her lying to Gregory about her due date, and the fact that she was going to have a abortion. Olivia is stunned to hear Caitlin told him, but he says he had to force her to spill the beans. Olivia says this is NOT his child, and for arguments sake, if it were, has he thought about the repercussions? He says yes, that he could never deny a child, like he was. Olivia laughs it off saying, he'll just hurt Caitlin, he seems to think she'll forgive him. Olivia told him whether he is or so not the father, he will NEVER be around her child...NEVER. Gregory knocks on the door of the motel room demanding Cole open up, what Gregory doesn't know is that he's there with Olivia, and what Cole doesn't know is Caitlin is with Gregory...
Annie walks into Ben's office to find him not there, she finds a itinerary for Ben stating he should have already arrived in Ludlow.
Annie sees Eddie and asks him to take her to the airport.
Ben and Meg kiss passionately until she pulls away saying she can't do this. Ben follows her into the house. He asks why she's pushing him away, she says because of his e-mail and she recites it, He says he did no such thing...of course...it's all Annie's doing! Meg asks what Annie has to do with it, he told her everything, about the hypnosis, all the e-mail he did send and she didn't receive, etc... Meg is stunned, but that's not all, Ben says he understands why she might want to dump him, but why marry Tim. Meg asks where he came up with that idea. He says from the e-mail he received from her. She says she didn't send it, but who did...at precisely that time, Tim comes waltzing in and gets OK’d by Ben!!!! Meg told Tim to stay out of her life forever! Ben professes his love to Meg once again, but she denies it saying no matter what Annie did, HE called her Maria when they made love in the cave, she can't compete with that. She asks him to go, she has some things to think about. He says no, he's not leaving Kansas without her. Tim talks to Annie, Annie says the game isn't over yet...
Inn at Sunset Beach
Gregory and Caitlin cornered Cole and Olivia in the room where they were talking about Olivia's pregnancy.
Cole accuses Gregory of having him followed, and Caitlin told him that she's the one who had him followed and that the person she asked to follow him said that there was a woman in the room with him.
Cole begs Caitlin to trust their love. Caitlin asks Cole whether he came to the room to be with another woman. Gregory searches the room for the other woman and finds that the door to the bathroom, where Olivia is hiding, is locked. Olivia calls Gregory's cell phone and suggests that the other woman might be Bette and that Gregory should leave. When Gregory suggests leaving, Caitlin says that she's not leaving until she finds out who's in the bathroom.
When Caitlin asks Cole if he denies that there's a woman in the bathroom, Cole dodges the question. Caitlin brought up Helena.
Cole is stunned that Caitlin spoke to Helena and accuses Gregory of bringing Helena to Sunset Beach. Caitlin told Cole the story that Helena and Sean invented that Helena saw Bette's article and came of her own accord.
Caitlin told Cole that Helena's mother's jewels disappeared the night of Cole and Helena's engagement party. When Caitlin asks Cole to assure her that he didn't pretend to fall in love with Helena to steal her mother's jewels, Cole told her that he never tried to deny his past, but that everything changed when he fell in love with her.
When Caitlin told Cole that she can't trust him since he never told her about Helena, Cole told her that he never loved Helena, which doesn't reassure Caitlin. Cole told Caitlin that he loves her and that she can trust him. When Caitlin insists on finding out who the woman in the bathroom is, Gregory tries to convince her to leave with him. Caitlin calls hotel security to unlock the bathroom door.
When the security person arrives to open the bathroom door, Caitlin gives Cole one last chance to tell her who is in the bathroom. Cole refuses and Caitlin told the security person to open the door.
Virginia told Michael and Casey about Gabi's accusation against Ricardo. Virginia and Vanessa argue about Vanessa and Michael's planned trip to Catalina. Vanessa told Virginia that she came to interview Gabi for the paper.
Virginia stops Vanessa from interviewing Gabi with the argument that Vanessa doesn't really know anything about rape. Virginia says that Vanessa's just going to stir things up for the entertainment of her readers.
Casey and Michael interrupt Vanessa and Virginia's argument. Vanessa and Virginia insist that the fight was nothing important. In the process of explaining their argument, it starts again. Michael stops the argument and Vanessa and Casey leave the room. Once they're alone, Michael asks Virginia why she's really so upset with Vanessa.
Casey told Vanessa that Michael's looking forward to their trip to Catalina and that Michael is only interested in Vanessa.
Virginia says that she feels sympathy for Gabi and that she now feels unsafe in Sunset Beach.
Michael reassures Virginia that nothing's going to happen to her. Michael told Vanessa that Virginia's been reminded of some painful memories. Vanessa apologizes to Virginia for not being sensitive to Virginia's concerns.
Vanessa, Michael and Casey leave Virginia alone in the kitchen, where Virginia vows that she'll be the one to spend the weekend in Catalina with Michael.
The Police Station
Ricardo and Gabi are having a confrontation in the hallway in front of Paula and Mark. Ricardo pleads with Gabi go tell the truth. Paula comes to Gabi's defense and told Ricardo that he shouldn't be afraid if he has nothing to hide.
Paula and Gabi go in to see the DA where Gabi is questioned. Gabi is unsure whether or not to press charges. Paula told Gabi that is the only way to make sure Ricardo doesn't rape anyone else. Gabi told her story. The DA doesn't understand how Ricardo put on a condom while he was restraining her. Gabi breaks down and says that she was scared and probably just froze. The DA says they probably have enough evidence to charge Ricardo. Gabi doesn't know if she can go through with it because it will ruin Ricardo's life and because she doesn't want to have to take the stand. The DA says she will give Gabi time to think it over.
Paula runs into Ricardo in the hallway and told him that it doesn't look good for him.
Despite Cole's pleas, Caitlin and Gregory open the bathroom door. Olivia has already made her getaway, but Caitlin finds an earring that she left behind. Cole admits that he was meeting with the other woman, but claims it was only to tell the woman that he loves Caitlin. Caitlin demands that Cole tell her who the woman is. Cole cannot tell Caitlin because it will only hurt her. Caitlin says Cole has violated her trust and that their relationship is over.
Olivia climbs into the room next door to where she was and finds Bette who has been eavesdropping on what is going on. Olivia is angry with Bette for setting her up. Bette explains that Cole blackmailed her into it. Olivia realizes that she lost the earring. Bette told her that everyone has those and not to worry about it. Bette encourages Olivia to use Gregory's plan to her advantage, but Olivia is not sure how she'll pull it off. Bette explains to Olivia that Cole will realize that he has to back off if he doesn't want to lose Caitlin.
Olivia leaves the room and is waiting by the elevator when Caitlin comes out of Cole's room. Olivia explains that she came down to be with Caitlin as soon as Gregory told her what was going on. Olivia comforts Caitlin who tells her that it's over with Cole. Gregory and Cole come out. A desperate Cole appears ready to tell Caitlin the truth. Olivia breaks in and begs Caitlin to walk away before Cole can hurt her anymore. Though Cole is proclaiming his love for her, Caitlin told Cole that it's too late and leaves with Olivia.
Cole confronts Gregory and told him there is no excuse for what he has done.
Meg is talking with her dad when Ben comes driving down the road. Meg excuses herself and went into the house.
Ben tries to introduce himself to Hank, but Hank comments that he knows Ben is the one that broke his daughter's heart. Ben told Hank that he has come to Kansas so that he and Meg could put their problems behind them. Hank speculates that Meg came home because Ben still has a thing for his dead wife. Ben admits that might be why Meg came back, but that it was because of Meg that he has been able to get on with his life. Hank told Ben that sometimes Meg cares ends up caring for people more than they care about her. Ben assures Hank that he loves Meg. Hank told Ben that he would like to believe him, but he's been fooled before. Joan filled Hank in on everything Tim had done. Ben promises he's nothing like Tim, and that he would never jilt Meg. Hank threatens Ben that he will have to deal with him if he hurts Meg. Ben says he plans on convincing Meg they can be happy together and taking her back to Sunset Beach. Hank warns Ben that Meg has a stubborn streak and if Ben tries to get her to do anything that she doesn't want to do that Ben will end up walking back to California.
Meg told her mother, Joan, that she doesn't know if she can risk giving her heart to Ben. Joan told Meg that whether or not she knows it, she gave her heart to Ben a long time ago. Ben comes in and Joan leaves them. Ben wants to spend time with Meg without all the pressure and distractions. Meg tells him she can't make any decisions right now. Ben asks for a tour of the family farm. Meg agrees when Ben told her that he's interested in anything that matters to her.
Meg and Ben are having a pleasant day touring the farm, but Meg is worried that Ben is bored. They stop to take a break and Ben told Meg he is overwhelmed because he has never been anywhere like this before. Ben says that he could live anywhere as long as they're together and that nothing matters but her. He asks Meg again to go back to Sunset Beach with him, but she can't tell him what he wants to hear. Ben declares that he fights for what he believes in and he believes in them. Ben assures Meg that he intends on staying in Kansas as long as it takes to convince her that she's the one he loves.
Annie has made it to Kansas, but not to Ludlow. Tim told Annie to hitch a ride to the crossroads where he'd meet her in an hour. Tim is shocked when Annie arrives riding in the back of a chicken truck!
Annie told Tim that she came to fight for Ben and she's not leaving without him.
Ben restates his commitment to Meg.
In the Cummings barn, Tim and Annie are trying to come up with another plan. When Tim admits that they can't break up Ben and Meg, Annie proposes telling them the complete, unvarnished truth.
Annie and Tim are in the kitchen when Ben and Meg arrive. When Meg confronts them with a list of the things they did to Ben and Meg, Annie says that she came to apologize. Annie told them that she did everything that she did because she loves Ben and that she honestly believed that she was the only woman for Ben.
Ben and Meg don't believe Annie's apology. After they leave, Ben tells Meg that that was the last act of a desperate woman.
When Tim told Annie that she almost had him believing her apology, Annie told him that she meant every word she said. Annie says that she's alone in the world, and Tim says that she's not alone, she has him.
While Tim and Annie are kissing in the barn, Ben and Meg walk in on them.
Inn at Sunset Beach
Cole and Gregory argue about who caused Cole and Caitlin's breakup. When Cole threatens that Gregory won't break up Cole and Caitlin, Gregory points out that Caitlin left of her own volition.
Cole says that all of Gregory's deceit has come back to haunt him and that perhaps Olivia's baby isn't Gregory's. Gregory accuses Cole of being desperate and then Gregory leaves the room.
While Bette is trying to leave the Inn, Cole catches her and drags her into his room.
Sean finds out that Caitlin had gone to the hotel and caught Cole with "the other woman." Sean expresses his sympathy for Caitlin's pain and told her that he wishes that she had never met Cole. After Caitlin leaves the room, Sean told Olivia that he wishes that the "other woman" could see Caitlin's pain.
When Caitlin asks Olivia for her help in confronting the "other woman," Olivia collapses in pain and, as Sean calls for Tyus, Caitlin apologizes for hurting Olivia.
While Tyus is examining Olivia, she told him that she doesn't want to lose the baby just as Gregory walks in.
Virginia pretends to be pleased when Casey told Virginia that he's going to be standing in for Michael at the father/son football game.
Unknown to Vanessa, Jimmy walked in when Vanessa was telling Virginia that nothing was going to keep Michael and Vanessa apart. Virginia pretends to be hurt by Vanessa's words for Jimmy's benefit.
When Jimmy asks if Virginia's upset because Michael and Vanessa are going away together, Virginia told him that she wouldn't be upset if she thought that Michael and Vanessa were right for each other. Then she told Jimmy that Vanessa threatened to tell the police about Michael's role in Jimmy's father's death if Virginia didn't stay away from Michael.
When Jimmy asks Virginia if they should tell Michael about Vanessa's supposed threats, Virginia says that they shouldn't, because if they did, Michael would certainly break up with Vanessa and then she might follow through on her threats. Jimmy believes her and went along with her suggestion that Jimmy insist that Michael go to the father/son football game with him.
As Michael and Vanessa say goodbye to Jimmy, Jimmy stops them with the story that Virginia put him up to telling.