Noel and Felicity deal with the consequences of their encounter, Elena and Tracy's wedding is threatened by various incidents, and Sean and Meghan make a decision.
Felicity competes in a beauty pageant and against an under-handed competitor, Meghan has to make a decision regarding her family, Noel gets an unexpected job offer, and Ben finds a lab test voucher.
A dismal exam result and a disastrous encounter with the instructor send Ben and his lab partner on a binge, Noel and Javier go to Atlantic City, and Felicity's pageant comes back to haunt her.
Ben's father is sick and disrupts birthday plans for Felicity; Noel chafes at the tedium of his guidance counselor job, and new roommates tax Elena's patience.
Noel is advised to stop seeing Felicity for awhile, Ben has a major O-chem exam he's having trouble studying for, and Felicity makes another attempt to get into an Art Honors program.
Lauren makes an announcement to Ben. Noel and Sean bid for an account against the company who fired him, and Felicity is conflicted when pressured by her mother to consider another career.
Ben's struggles with Lauren to maintain contact put him and Felicity at risk, especially when she seeks solace from Noel. Noel, meanwhile, has relationship issues of his own, and Meghan and Javier compete for the same part.
Felicity faces the hearing for her paper against a backdrop of stress as Lauren decides to leave early, and a car accident occurs. Meanwhile, Noel - spurred on by Sean - begins to doubt Zoe's interest in him.
Felicity finds out whether she will graduate, and Ben makes a decision about his future. Noel and Sean have a career crisis, and Felicity's parents descend.