Dylan Mckay stood on the beach in Beverly Hills staring at the same ocean that had given him comfort all of his life.

He took a deep breath attempting to clear his mind.

He couldn't believe everything that had happened in the three months since David and Donna's wedding.

His reconciliation with Kelly, Andrea's divorce followed by her coming back to town and announcing her engagement to Brandon, Iris' death.

All of it had crept up on him tonight and he had taken it out on Kelly. He closed his eyes trying to wipe the memory of his harsh words to her out of his mind.

{FLASHBACK}

Dylan is sitting at his kitchen table running his hands through his hair. He is sweating and he looks like he hasn't slept in days. He hasn't shaved in about two weeks. He is wearing a torn black tank top and blue jeans with a hole in the left knee.

"Are you sure you don't need any help?" Kelly questioned looking up from the TV in the living room.

She is wearing a brand new red blouse, a pair of tight fitting blue jeans, and her hair and make up have recently been done.

"No." Dylan answered his tone strained and frustrated.

"Okay," Kelly said as she came in walked from the living room to the kitchen, "if you're sure." As she finished her sentence she walked over to Dylan and kissed the top of his head and rubbed his shoulders.

"I'm going over to the Walshes to help Andrea with wedding plans."

Dylan looked up as she began to walk away.

"Dressed like that?" he asked incredulously.

Kelly couldn't believe his nerve. She knew he had been under a lot of stress lately. They all had, but that didn't give him the right to take it out on her. She spun on her heels and turn to face him.

"And what exactly is wrong with the way I'm dressed?!" she said her question laced with anger and defiance.

"Nothing," Dylan countered, "tell Brandon hi for me."

"What is that suppose to mean?!"

"Oh gee, I don't know Kel, you tell me." Said Dylan patronizingly.

"I think it means you're a total jerk Dylan McKay!" Kelly shouted and stormed out of the house slamming the door behind her.

{End of flashback}

The ringing of his cell phone brought Dylan back to reality. Feeling a little disoriented he half consciously answered the phone with his usual greeting, "Talk to me."

"Dylan?" the voice on the other end of the phone questioned.

The person sounded so quiet and weak that it took Dylan a minute to make out the voice of one of his oldest friends, Brandon Walsh. The same Brandon Andrea Zuckerman was engaged to. The Brandon Dylan had been so jealous about a few hours earlier. Now though all Dylan felt was tired.

"Hey B, what's up?" Dylan said with a long sigh. After a few minutes with still no response Dylan tried again, "Brandon are you there?"

Time seem to pass slowly as Dylan waited for an answer. Dylan was just starting to get a sinking feeling in his stomach when Brandon finally spoke three words soft and low, "Dylan, it's Brenda."