Other guest stars: R.G. Armstrong as Sheriff Dalton Parks, Fred Thompson as Gordon Lewis, Terri Hanauer as Prosecutor Melissa Lyle, Richard Newton as Judge Richard Cooksey and Lee Lively as Judge Stone.

Tony Harris (Brian Bloom) resents that his mom (Leslie Bevis) has a new husband, Cal Ritter (John Calvin), and makes sure to have his feelings about it out in the open. Cal, feeling that Tony needs to be straightened out, wants to send him to a military school. But when he refuses, Cal tells him that unless he goes, he will reveal Tony has been stealing and pawning off valuables, which will likely cause his mother to disown him. So Tony kills Cal by knocking him out and setting fire to his shop to make it appear to be an accident. Eventually, his mother is arrested, and Ben defends her. Ben successfully unravels the truth, and Tony is arrested as his mother looks on in tears.

While Matlock is in Texas for a lawyer's convention, Julie helps a friend of hers, Phillip Slayton (Don Galloway), who is accused of poisoning his housekeeper in an attempt to kill his wife, mystery author Cynthia Slayton. The case becomes complicated when Julie (and Cynthia) discover that Phillip has been having an affair with Cynthia's sister.

Julie goes to Baltimore to defend her high school friend Penny's brother Steven Gabriel (Alan Fudge), who is accused of killing Abe Forester (Bruce Kirby), a newspaper editor who slandered his name in the papers. Matlock flies down to do investigative work for Julie, who must face her ex-husband Donald (Barry Jenner) who is prosecuting the case.

Homer Fleming (Hy Anzell), a circus clown, asks Ben Matlock to represent him, as he has been accused of killing his partner, Simon Le Simple (Raye Birk). As Conrad goes undercover as an employee at the circus (and soon ends up in a dangerous position with one of the circus lions), Matlock finds out that everybody had a good reason to dislike Simon.

Sexy actress Catherine McKay (Anita Morris) had her first and only blockbuster movie in her career. When one of the actors stabbed her for real, the director, Noel Bishop (Dennis Christopher), is accused of her murder.

When a client (James Eckhouse) of Ben's is taken by some con artists, he decides to get back at them. When one of them is killed and when another one decides to testify against him, Ben defends him. Michelle tries to work on another member of the team and is taken with him.

After a prison guard, John Jackson (Michael Champion), is accused of murdering inmate Rudy Chambers (Bob Minor), there is a prison riot, and the prisoners take control of the jail, taking several guards hostage. The Attorney General, Peter Garner asks Matlock to go to the prison because the prisoners want to try John Jackson of murder in a kangaroo court. The prisoners promise to release half of the guards just based on Matlock showing up. So, Ben goes and meets Steve Mazarowski (David Carradine) who is going to be the prosecuting attorney and tells Matlock that one of the conditions of this trial is that Matlock remain at the prison at all times until the case is concluded. Steve also arranges for fellow inmate Tiny (Tommy "Tiny" Lister Jr.), to be with him at all times as his bodyguard. Ben learns that Rudy was planning an escape with convicted murderer Art Spring and two other inmates, but when they abandoned Rudy after he got injured, Rudy snitched on them to get revenge. Matlock is positive one of the three killed Rudy to get back at him. When Ben discovers the prison doctor, Lenny Marcus (David Paymer), witnessed Rudy's murder, he thinks he finally has a chance of victory. However, Lenny refuses to testify for fear of being a snitch himself, and Ben and Tiny later find him murdered during a recess.

Other guest stars: David Paymer as Lenny Marcus, Daniel Quinn as Art Spring, Troy Evans as Dick Henderson, Terry Bozeman as Attorney General Peter Garner, Colin Hamilton as Ed Harper, Louis Hacsi as Charlie Hauk, Ji-Tu Cumbuka as Jerry Stone, and David Carradine as Steve Mazarowski, Ron Taylor as Deacon Holmes (Steve Mazarowski's prisoner bodyguard), Conor O'Farrell as Billy Castell, Richard Zobell as Val Delaney, John Lehne as Newman (the prisoner judge), Wilfredo Hernández as C.J.

While Matlock searches for the weapon that killed both Rudy Chambers and Lenny Marcus, Conrad buys time by impersonating the murdered inmate at the minimum security prison he was due to be transferred to (in exchange for giving info on a potential prison break). He is also approached by thieves who were looking for the inmate to help with a job, and Conrad plays along. Ben eventually cracks the case (while the thieves Conrad was helping are arrested) and the government takes back the prison. Ben offers Tiny a job when he gets out, which Tiny accepts, but his story of his crime soon makes Ben rescind his offer.

Guest stars: Daniel Quinn, Troy Evans, Terry Bozeman, David Carradine, Ron Taylor, Colin Hamilton, Ji-Tu Cumbuka, John Lehne, Michael Mederios as Jim Beck, Conor O'Farrell as Billy Castell, Richard Zobell, John Toles-Bey as Mike Saunders, Anthony Charnota as Red, Greg Rusin as Greenwood Guard

Matlock knew Drew Carey (Tim Ryan) since he was a little boy. Unfortunately, Drew has grown up to be a spoiled, obnoxious young man obsessed with get rich quick schemes. Drew finds himself framed for the murder of his uncle (David Tress), and despite Matlock representing him, Drew refuses to follow orders, and goes off to find out who killed his uncle, suspecting that Valerie (Terri Garber), his uncle's young wife, was the culprit, as she was having an affair with a construction worker. Drew goes on to cause headaches for not only Ben, but also Les (whose car he steals to drive off and confront Valerie). Ben eventually clears Drew of the murder, but Drew is sentenced to community service for his behavior. But lucky for Ben, Drew sees it as a way to revert to the good man he once was.

It's November 1955. Four of Ben's collegemates were spending some time during their vacation, when they picked up a hitchhiker (Beth Black), who subsequently died. Her death was blamed on a poor black local named Calvin Stokes (Arnold Johnson). Almost 35 years later, one of them (who had left before the girl died) informs Ben of this fact in a posthumous letter, and begs the Atlanta attorney to find out the truth of what happened. Over dinner, Ben confronts the survivors, who deny everything. Later, after Conrad briefs Matlock on the investigation so far, his boss starts his car, and an ignition bomb explodes. Conrad pulls Ben out and saves his boss's life. Conrad then investigates the three friends, one of whom, apparently, almost killed Matlock.

When toy store owner Steven Abbott (Peter Michael Goetz), who acts like a Scrooge, is accused of murdering his partner Carl Fisher (Thomas Ryan), whom he'd belittled as too generous and soft-hearted to manage their business, his next-door neighbor Matlock agrees to take the case; however, part of Matlock's fee involves Abbott having to be a nice guy instead of the selfish person he always has been.

Before heading off to California, Matlock passes his first case to Michelle, where his former paperboy, Jimmy Newton (Michael Mantell), was arrested for the murder of Rick Allen (Patrick St. Esprit), a bartender. It turns out that an old friend of Michelle's, Sandra Townsend (Caitlin Clarke), was the culprit; Rick was Sandra's ex-boyfriend, and he had threatened to expose her nightlife to her bosses (as she was senior counsel with Drexel, Harris and Townsend, and liked to let her hair down and go to the bars when she was off work). At first, Michelle hated to do that to Sandra, after putting her on the stand, but she did, and her old classmate had connived her in not confessing to it. Upon her arrest, Sandra gives Michelle one last nod of respect.

Matlock decides to enroll in some college classes to brush up on his knowledge. Meanwhile, English professor John Gallagher (Dennis Boutsikaris) is murdered while typing up his students' grades on his computer. One of his students, Marcy Hansen (Debbie Barker), who also happens to be one of Ben's classmates, is the prime suspect; Marcy was having an affair with Gallagher, and confronted him when she found out he was cheating on her with another woman, which he had confessed to her about. A cheating scandal and uncooperative students only hamper Ben's efforts to clear Marcy's name and find the real killer.

After talk show host Dan Galloway (James Harper) humiliates three women on the air and fires his executive producer, Lisa Bateman (Teri Austin), he is murdered, and the suspects are not running short. Almost everybody wanted the man dead, but it's up to Matlock and Michelle (defending Lisa, who was charged with the murder) to prove whether Marla (Kathryn Leigh Scott), Leanne (Leann Hunley) or Katherine (Samantha Eggar) is guilty of his murder, thereby exonerating their client.

Matlock has to take the case of Bret Howell (Guy Boyd), who is accused of killing his married lover, Cathy Gordon (Patrie Allen). When Michelle and Conrad both visited Cathy's house, they meet her paraplegic husband, Alex (Alan Toy) (whose disability makes him appear absolutely innocent), who denies knowing of his wife's affair; however, Ben proves Alex did know and killed Cathy out of jealousy, pulling himself up to the balcony via a makeshift elevator and entering the house through the balcony door. Just before the baliff carts Alex off to prison, Ben takes a final moment to sympathize with him, knowing Alex committed the crime because of the heartbreak Cathy caused him.

Michelle and Conrad search through Matlock's old cases to find out who actually kidnapped Matlock and is holding him hostage. The person turns out to be Julia Monroe (The Sisters), seeking revenge on Matlock for the consequences of his exposing her for killing her aunt. Michelle and Conrad track Ben down and Michelle ends up killing Julia in self-defense.

A jealous, hotshot lawyer, David O'Malley (Richard Masur), hires Matlock to represent him, after O'Malley is accused of killing Sam Chandler (John Anderson), a client whom O'Malley recently discovered to be having an affair with his wife (Katherine Cannon).

After Matlock's client, O'Malley, fired Angela Page (Lynn Whitfield), for telling her not to go to the memorial of Chandler, she goes to Conrad to help her find the informer that will track down his murderer.

After successfully getting a man convicted of killing his wife's lover, Julie is threatened by the man's brother and becomes the target of a stalker; this leads Matlock and Conrad to find out who's responsible for one's psychiatric problems. When it turns out the brother is not the stalker, Julie apologizes to him. The stalker is revealed to be assistant district attorney Eli Boward (Steve Vinovich), as Julie discovers when she finds a book of newspaper clippings featuring her.

Matlock defends Peter Dolan (Peter Haskell), a state senator accused of murdering Ron Winfield (Ray Buktenica), a comic strip artist who was going to go public on Dolan's affair with another senator's wife.

As Katie White (Lynne Cormack) plans a hostile takeover of a number of smaller companies, she dies of an allergic reaction to hazelnuts during a TV interview. Matlock must defend a friend of his, rival cookie-maker Bobby Neil (John Hancock) who was among those whose company was threatened by Katie's takeover. Conrad is sent undercover to work at Katie's factory to see if recent equipment sabotage in the factory may be connected to Katie's murder, while Matlock and Michelle interview the others who would have been affected by Katie's takeover, which include a friend of Michelle's, and also includes Katie's one-time partner.