Manny, Jay, Peter, Sav, Danny, and Mia, finally make it to L.A., only to find out that due to Paige's attitude, production has been shut down. After a confrontation with Marco, and an embarrassing red carpet event, Paige decides to make up for her mistakes by convincing Jason to continue the movie, with Manny as the star. Ellie confronts her problems, and true feelings.moreless
Paige takes lessons from Hailey and becomes the ultimate diva, hurting her friendship with Marco. Her attitude and acting lead to her being kicked off set, and eventually fired. Ellie hangs out with Craig, and when she finds out he has a girlfriend, things take a turn for the worse. Jay tries to help Manny gain confidence, while on the road to L.A.moreless
Paige gets the part of Trixie, in Jason Mewes' new movie, and invites Marco and Ellie to come visit. Jason, and the producer disagree on Paige, and Paige's skills aren't helping her at all. Marco finds out that Ellie's dad is back home and really sick, but Ellie doesn't want to talk about it. Manny finds out that Peter, Sav, and Danny are all going to L.A. to try and get back in the film, so she says she'll go, until she finds out the person driving is Jay.moreless
Kevin Smith and Jason Mewes show up at Smithdale to announce a new movie being made. Manny decides to audition, but when her professor and boyfriend says she won't make it, she gets nervous and doesn't get the part. Paige is working for a high class, ungrateful, reality star, and she is not enjoying it all that much. But when she goes into the audition room to get something for her, she is able to audition. The Stüdz get a gig in the movie, but lose it when one of the actors hit on Mia, and Peter punches him.moreless
Holly J. and Spinner get held hostage at The Dot, and Spinner gets shot. Connor tries to help Clare and K.C. patch things up.
Mia has been finding it difficult to keep up with both school and modelling, and decides to drop out of school. Holly J. struggles with an art assignment that involves her having to use her emotions. Sav debates between a music class and a physics class, for next semester.
Alli is feeling like her age and lack of experience is a hindrance in her relationship with Johnny, so she decides to sleep with him. However, it isn't what she thought it would be, and can no longer face Johnny. Mia finds out that Peter is considering going to Kenya to see Darcy, and gets upset.moreless
To make a name for herself, Emma starts doing marijuana, and hands out weed brownies during the dorm's floor olympics. But there are serious consequences, when one of the people wind up in the hospital. K.C.'s home life and troubled past, which he has been trying to hide, gets found out.moreless
Jane finally remembers about what her father use to do to her, and struggles with the emotions that come with the truth. Alli helps Clare get a makeover, and when Clare starts getting all the attention, Alli gets jealous.
Jane's mother invites her father over for dinner in hopes that it will help Lucas, who is a recent dropout at school. Jane starts to think about her past, before her father left, but struggles to remember. Leia feels uncomfortable around Danny's friends, and starts lying to make herself seem cool.moreless
After Holly J. causes Alli and Johnny to break up, Alli creates an online forum for people who hate Holly J. When a lot of people join, and then start making death threats, Holly J. cannot return to school, and Alli faces serious consequences. Peter is annoyed when his father keeps asking him to babysit, but soon feels sorry for his sister, remembering how his father treated him growing up.moreless
When The Shep starts treating Connor unfairly, Clare tries standing up for him, but it causes even more trouble. Connor's behaviour continues to get more out of control, and soon even Clare isn't sure what is going on. When it is revealed that Connor has Aspergers Syndrome, Clare tries to convince The Shep to let him back in, which leads to a shocking conversation. Sav finally tells his parents about Anya, and they invite her for dinner, but things don't turn out as planned.moreless
Riley tries to up his masculinity by taking steroids and dating Anya, but he still can't seem to forget how he really feels. Danny sets Derek up with Leia, but discovers he has feelings for her too.
Spinner shows up to see Jane's speech with a plan to make up for lying, but when she doesn't thank him in her speech, she is the one with explaining to do. When Kelly's ex shows up wanting to talk in the middle of Emma and his' date, Emma gets upset, thinking they are getting back together. Clare goes back and forth between Connor and K.C., but she really likes only one.moreless
Spinner fails to get into police college, but has a hard time telling Jane the truth. When she finds out, she gets hurt, and Spinner tries to figure out what to do. Emma starts obviously flirting with Kelly, but he doesn't seem to be returning the feelings. Both K.C. and Connor ask Clare to the dance.moreless
Holly J.'s family becomes broke, but her pride keeps her from being honest with her friends, and she starts to loose more than just her money, when her attitude and actions become worse than ever. Ms. Hatzilakos is back in town, and staying with Peter. He is frustrated, and tells her that his life without her has been great.moreless
There is an overnight school trip, and Sav wants to use the opportunity to sleep with Anya for their six-month anniversary. Alli takes a liking to Johnny, and spends time alone with him, and when Sav finds out he gets upset. Anya then gets upset, thinking that Sav just has a double standard. Manny and Emma both start liking Kelly, and try and find out who would be better suited for him, even though they've all agreed to a no roommate dating policy.moreless
Riley and Peter start to become friends, but when Riley kisses Peter, things get extremely awkward between the two. Alli and Clare find a vibrator under Mr. Simpson's bed, and bring it to school, where Clare gets caught.
Liberty really wants to be a part of a sorority, and when she gets noticed by the most popular one, she is excited. But, their preconceived ideas, reasons for wanting her in, and the things she has to do, tests Liberty's usually high values. After rumours spread that Anya and Sav have slept together, Holly J. is embarrassed to be the only virgin on the Power Squad, and tries hooking up with Blue.moreless
Jane wants nothing more than to play football, but being on the boys' team leads to some major bullying, and her making a decision. Darcy reveals to Peter that she is leaving to go build schools in Kenya, which leads him to consoling in Mia.
Mia continues to do things in order to get ahead in the modelling world, which worries Leia. K.C., the new kid, challenges Clare, who is adamant that she doesn't care what others think of her.
Mia gets noticed by a modelling agent and is excited to have some friends, and the interest of Danny. She gets a lot of shoots, but no actual gigs. When she fears that her agent may drop her, she decides to do something to ensure a job. Manny, Liberty, and Emma are all at Smithdale, and Emma just wants them all to be roomies, but Liberty and Manny meet other people, leaving Emma on her own.moreless