Just as Quinn decides that Isabelle is the girl for him, Isabelle realizes he's still got a thing for Carrie and breaks up with him. Carrie, who feels she's lost her chance with Quinn, discovers a surprise that Beck has left for her.

Ethan and Jen are shocked to learn that their block has been re-zoned for resort use only. Knowing Adrien manipulated the City Council, Jen accepts Ryan's offer to lend them money to fight it.

On the business front, Adrien's resort is going through an audit. Financiers are attempting to determine the true value of Varland Enterprises as Adrien pursues his dream of building a mega resort. And Adrien finally makes an openly romantic advance on Nicole.

A.J., back on the street dealing drugs, has a deal go wrong and is badly beaten. Out of options, a contrite A.J. returns home to his father who takes him back.

Ryan finds the missing Shelby hiding out at a seedy motel. He doubts her story that Adrien is trying to have her killed until he spots Kaliciak making a late night clandestine payoff to someone in a dark parking lot.