 After Brooke is found dead in the Melrose pool after she accidentally fell in while drunk, Billy has a hard time getting over her death and he begins seeing her ghost who vows never to leave him. Matt becomes jealous when Alan is rehearsing a romance scene with an actress named Valerie. Meanwhile, Jane asks Alison to help her start her new design company, and in the process lands a big account with a client that Richard was after. In an effort to ease tensions between Peter and Bobby, Amanda arranges a double-date with her and Bobby, Peter and Alycia. Also, Michael asks Kimberly to stay at his beach house so they can be together, and Sydney moves back into her old apartment.