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Performers include: Bill Smitrovich, Patti LuPone, Chris Burke, Kellie Martin, Tracey Needham, Chad Lowe, Monique Lanier, Tommy Puett, Kiersten Warren, Penny Santon, Al Ruscio, Troy Evans, Andrea F. Friedman, Michael A. Goorjian, Dorothy Lyman, and Michele Matheson.

Andrew “Drew” Thatcher (Bill Smitrovich) is the hard-working patriarch of the family who, after leaving a job in construction, runs a restaurant. His wife, Elizabeth “Libby” (Patti LuPone), is initially a full-time mom but, after the restaurant burns, she goes back to work in advertising. As the show begins, Drew and Libby have three children — Paige, Corky and Becca — and a dog, affectionately credited as “Arnold the Semi-Wonder Dog.” At the end of season two, a second son named Nicky is born.

Paige (Monique Lanier, then Tracey Needham) is a young adult and the product of Drew’s first marriage. She moves back into the house and runs through a series of jobs and boyfriends, trying to find her place in the world. She later discovers that she loves building and eventually gets the idea to go into business with her gruff friend and former supervisor, Artie McDonald (Troy Evans).

Teenager Charles “Corky” (Chris Burke) has Down syndrome. As the series begins, he starts attending specialized classes at the local high school. Corky had previously attended a specialized school. He eventually gets a part-time job at a local movie theater, moves into his own apartment and meets and marries Amanda Swanson (Andrea Friedman), a young woman who also has Down’s.

Rebecca “Becca” (Kellie Martin) is a highly-intelligent and geeky high-school student who’s initially worried abut how her brother’s attending the same school will affect her socially. She falls for (and eventually dates) Tyler Benchfield (Tommy Puett), a nice-guy jock who also has a brother with Down’s. Later, Becca falls in love with Jesse McKenna (Chad Lowe), a young man who became HIV-positive after a chance one-night stand at a frat party. She’s also wooed by her close friend, geeky Ray Nelson (Michael A. Goorjian).

In the beginning, the show focuses on the special challenges of having a child with Down syndrome and typical family problems. Later, storylines shift to focus more on Becca’s relationship with Jesse and the social and physical impact of living with HIV and then AIDS.

The episode takes place in flashbacks as told by a 10-years-older Becca to a young boy in bed. She recounts how she, Jesse, and Ray (as surprise valedictorian) graduated from high school. Corky does not graduate because of a poor math grade but vows to return.

Paige and Artie end up taking over a house that they’ve been working on because the owner can’t pay them. Artie suggests a romance but Paige doesn’t like the idea. Later, Artie convinces her that they keep the house that Paige loves so much. She can live there and they’ll use it as an office too and share expenses.

Jesse breaks up with Becca so that she can go on to college and he can go to Europe to try experimental treatments and figure out what to do with whatever’s left of his life. Four years later, before she enters medical school, Jesse returns and they rekindle their romance. They get engaged and married.

In bed, Becca tells Jesse that she wants to have his baby. He’s shocked that Becca, as a medical student, would even suggest such a thing. She doesn’t want to be left alone and he tells her that she’ll never be alone, that she’ll have children with someone else some day. “When you remember me, I’ll always be right there with you. I will never leave you alone, Becca. I promise.”