The fire marshal shuts down the Peach Pit After Dark for violating capacity. Steve tries to talk Dylan and Nat into buying out the carpet store next door and converting it into a club. Valerie tells the Walshes about Dylan's financial problems, but he angrily refuses Jim's assistance. Steve and David go to Dylan's house in the morning to discuss business, and find a half-naked Valerie. Steve punches Dylan in the face. Kelly objects when Jackie signs up Erin and herself for a mother-daughter photo shoot. Cindy reminds Kelly that her mother is much more responsible than she was during her modeling days. Kelly admits that she is hurt that she wasn't asked to join them, and Jackie confesses that she feared being mistaken for a grandmother. David handcuffs himself to Clare's bed, unaware that she does not have the key. They must think fast when Clare's father pays a surprise visit. Griffin surprises Donna by whisking her away to Catalina, but she is offended when he assumes she will stay the night. Donna tries to make amends with Ray, who was hurt when she broke their date. Music: 'Movin' on Up' by M People, 'And the Beat Goes On' by Sonny and Cher, 'Hold On' by Jamie Walters, 'Rainy Night in Georgia' by Ray Charles.