Paula arrives, sparking competition between brothers Michael, Kurt and Jim. Jim asks for Michael's help in keeping Kurt out of the picture. Foster wigs out when he finds that Andrea practices abstinence. Susie and Andrea take off their underwear to get Wade's attention, unaware that Wade is Foster's roommate who plans to seduce Andrea. Philip freaks and runs off when Lucy tells him she's a virgin, so Lucy's roommates Thea and Diane hire Leo to devirginize Lucy.

Episode 5

Damon Lindelof

Tim Andrew

Episode 6

Episode 4

Jane and Richard, who used to date, must re-evaluate their relationship as new stepsiblings; jealousy arises when they each have study partners of the opposite sex. Susie can't decide whether to date Sam or Elvis so she dates both, which works fine until they run into each other and she must come clean. Beth dumps Helen while hot-tubbing.

Episode 1

Jane and Richard plot to use Kurt and Audrey as their "beards" so they can keep dating; they plan to have sex for the first time. Sam and Elvis agree to share Susie, then they play pinball to see who will be with her for the night. Susie decides to find out how they really feel about her and says she wants a three-way commitment. Clark warns Zia to protect herself from Helen's strange and aggressive rebound behavior. Helen massages Zia with Ben Wa balls and Zia tries to make sure their relationship is for real.

Episode 2

Jane and Kurt and Audrey and Richard have a double date where they play with "dirty dice." Kurt and Audrey discover a photo of Richard and Jane kissing. Susie tries to see how much Elvis and Sam like her by seeing how far they will go with each other -- she tells them they have to kiss. Zia tries to get Helen to think about something besides sex, then Beth returns and says Helen's just using Zia to get over her. Zia tells Clark he fantasizes about lesbians to avoid getting involved in a real relationship.

Episode 3

Jane and Richard try to have sex, then decide to stay best friends instead. Susie, Elvis and Sam set up rules for their relationship, which Sam and Susie break, then Sam confesses to Elvis and Susie and Sam have to make up with him. Helen's confused when Zia invites Beth to stay for dinner, leading to a confrontation between Helen and Beth and resulting in Helen and Zia staying together.

Jim asks Michael for help in keeping Kurt away from Paula, only to find out Michael is after Paula, too. Kurt suggests calling Michael's girlfriend, Kimmy, to bust Michael. Wade tells Foster how he plans to seduce Andrea, but ends up freaking out and making a run for it once he and Andrea start messing around. Lucy and Leo have sex, but Thea is interested in Leo and Diane says he's off limits.

Jim tutors Paula in kissing, then Jim and Kurt bust Michael while he's in the bathroom and Paula's in the tub. Wade lies to Foster about his success with Andrea. Foster tells Andrea and Andrea plots vengeance. Leo agrees to talk to Lucy if Thea will go out with him, then Lucy is destroyed when she sees Leo and Thea kissing in the elevator.

Episode 7

Paula asks Jim if he can do the boyfriend thing, then Paula says goodbye to all the brothers with a special kiss for Jim, much to Kurt and Michael's surprise. Foster tells Wade that he confronted Andrea, so Wade challenges Andrea to strip in the lounge for every lie they've told. Wade and Andrea make up and decide to have a relationship without sex. As Thea plans to move out to save her friendship with Lucy, Philip returns and he and Lucy reconcile.

Episode 8

Jim arranges to have Sara, class bookworm, tutor Michael while he's in traction, upsetting Michael's girlfriend Kimmy. Best friends Jake and Lauren both think Ben is hot and both help him write papers. Jake asks Ben out and Ben says he's not gay yet, but then Ben kisses Lauren. Dale delivers flowers to Diane, not remembering that they had an affair two years ago, so when Dale asks Diane out, Thea concocts a plan to make Dale remember her.

Episode 9

Sara agrees to strip for each answer Michael gets right. Kimmy promises Kurt a date with a cheerleader if he spies on Michael and Sara. Ben continues to lead both Lauren and Jake on, sparking competition between them, while he's also messing around with Renata. Thea and Stu coach Diane. Diane uses props with Dale, including crème de menthe and a vibrator, then dumps him after confronting him about not remembering her.

Episode 10

Sara strips for every correct study question Michael answers. This leads to their first kiss, which is interrupted by Michael's girlfriend Kimmy. Ben sleeps with Lauren and starts to mess around with Jake, causing Jake and Lauren to fight. Dale returns, but Thea convinces Diane not to forgive him.

Episode 11

Michael breaks up with Kimmy, then he and Sara have another study session. Jake and Lauren continue to fight over Ben, then Jake sees Renata and Ben kissing in the hall. Diane tries some new tricks on Dale in bed, then confesses that she's not as wild and crazy as she seems. Dale says he knew all along.

Episode 12

Cindy has a crush on popular Billy so she buys him in the high school "slave auction." She then asks Stephanie to trade slaves with her so that Stephanie can ask Billy questions and report back to her. Stan enlists Lena to help him find the mystery woman he drunkenly got together with at a party -- the one who occupied a leopard skin bra that was left on his bed. While finishing up a project late at his place, Janice and Carl decide to mix work and sex.

Episode 13

Stephanie asks Billy questions and they wind up kissing, while Cindy uses whipped cream and Oliver to make Billy jealous. Stan confesses to Lena that he couldn't make a move on Renata after she fit the "glass slipper" bra. Carl gets suspicious when Jacob calls and says he loves Janice's ideas, which were actually Carl's.

Episode 14

Stephanie and Cindy switch slaves so Cindy can be with Billy, but Billy and Stephanie wind up together. Stan enlists Lena to find the right girl to fit the bra, but Lena tells him she's been the right girl all along. Jacob and Janice return from dinner, and Jacob reveals that he and Janice also had an affair.

Episode 15

Tomboy Abby decides to take some “girl” lessons from Molly, then Abby makes a move on Charlie. Maureen and Scott think they’re spending a romantic spring break in a deserted dorm, but Justin surprises Maureen as she gets out of the shower. Janice and Carl suffer the consequences of their office romance when Janice gets promoted and Carl feels used.

Episode 16

Charlie and Abby save the shark and get together, but Molly and Lucas break up. Maureen and Justin begin meeting secretly, but have a hard time avoiding Maureen's boyfriend Scott and Justin's girlfriend Roxy. Haskell has mixed feelings when Keisha arrives from Pittsburgh and informs him that his romantic plans for their first night back together will be interrupted by her audition for a movie.

Episode 17

Gabe finds out that his sister Abby and his best friend Charlie have hooked up, meanwhile Lucas gets Molly back by agreeing to her boyfriend terms. When Maureen, Scott, Justin and Roxy play strip kooshball, Maureen and Justin's secret liaison becomes public, leading to Maureen and Justin getting together. When Marco's film project starts to fall apart, Haskell offers his place as a substitute location and later he and Keisha rehearse privately.

Episode 18

Gabe gives both Charlie and Abby advice after Abby gets upset when she thinks Charlie is treating her like a sex object. When Victor is mistaken for his roommate, a hazing ritual leaves him naked in the laundry room with only Renata's pink panties for cover. Haskell storms off when the filming gets a little too graphic, then Keisha and Marco kiss to see if their relationship is more than just an onscreen romance.

Episode 19

Kimmy tells Gale that she's late, then they watch a homework assignment with the boys, a video called "I Was a Teenage Mother." Keisha and Haskell try to make up, and but Haskell decides he can't deal with the "new" Keisha's adventurousness. Victor's conservative girlfriend Brenda tells him they need some time apart, then Renata reveals that she knows about his escapade in her panties and will keep his secret -- for a price.

Episode 20

Michael tells Lucas and Sara that Kimmy's pregnant, but then Kimmy reveals she's not sure. Brenda catches Victor with Renata, then Victor must convince Les to satisfy Renata's need for smooth legs and teddies so he can reconcile with Brenda. Nicole tells Katy she's in love with Chuck, her gay roommate, and thinks that Chuck's boyfriend Neil was flirting with her.

Episode 21

Kimmy takes the pregnancy test, but she can't understand the results. Meanwhile, the boys plan a paternity test. Frank's roommate, Dean, discovers that Frank is the subject of an "I Saw You" ad, but when Kendra shows up and she's black, Dean tries to give Frank an out. Nicole plots to discover if Neil would cheat on Chuck, and finds out that Neil's keeping secrets from Chuck.

Episode 22

Kimmy reveals that she's not pregnant, then she and Michael reconcile -- as friends. Dean and Kendra deal with relationship issues including their friends' rejection of them as an interracial couple, meanwhile Frank has problems with PDA by his lover Colin and his own fear of social rejection. Neil tells Chuck that he's bi, but Nicole helps convince Chuck that Neil is committed to him.

Episode 23

Skeet gives his girlfriend Gale a pager, but Skeet's constant paging causes Gale and study partner Mitch to dump water on their project, which they mop up with their shirts as Skeet walks in. Kendra and Dean can't deal with the pressure from their friends and they break up, while Colin and Frank continue to have problems with Frank's issues about going public with their relationship. When party girl Elyse visits cautious Nicole, Elyse tries to liven up Nicole's sexual life with a vibrator and dating advice.

Episode 24

Skeet gives Gale his class ring, but Gale feels suffocated and winds up breaking up with him, then she gets together with Mitch. Kendra and Dean almost reconcile in Dean's room, but Angie surprises them and Kendra leaves Dean and Angie alone. After all Elyse's prodding, Nicole finally invites Dirk over, but he winds up asking Elyse out.

Episode 25

Gale gets mad at Mitch who eavesdrops while she breaks up with Skeet, but they talk it out and get together. Dean comes clean with Angie and tells her that he loves Kendra, prompting Kendra and Dean to get back together while Frank and Colin also reconcile. Dirk bets Nicole that Elyse won’t kick him out before midnight, then Nicole gets a shock from her vibrator.

Episode 26

Sid and Hal get together, but Sid freaks out when he discovers that the play Hal wrote is about him and Hal falling in love; Gale’s boyfriend Mitch is Hal’s co-star. When a new conduct code for dating hits campus, Priscilla and Les play Simon Says while Les tries to test out the code with as many women as possible. After Nicole confronts Elyse about hitting on Sebastian, Elyse tells Dirk he should be with Nicole.

Episode 27

Hal struggles with rewriting his play to protect Sid, while Mitch tries to deal with playing gay and having to kiss a guy. Priscilla and Allan get together, and Jenny accuses Les of violating the code. Nicole’s ex-boyfriend Ryan arrives to stay with her during his business convention, and Nicole reveals that he’s the only guy who could ever give her the big “o.”

Episode 28

Gale and Mitch discuss changes in Hal’s play; Hal and Sid fight over changing the play, but make up and go for the back rub. Jenny’s pressing charges against Les for violating the code, but when Allan tries to get Priscilla to go easy on Les, Priscilla walks out. Ryan tries whipped cream, but it’s the tea bag trick that finally makes Nicole admit she’d been lying about not having orgasms.

Episode 29

After Sid reveals that he told the PTA about Hal’s play, Hal tells Gale and Mitch that he has cancelled the performance. At trial, Allan argues that legislation would make sex boring, then Priscilla sentences Les to video probation and Priscilla and Allan make up. Elyse tells Ryan that Nicole’s still in love with him, then Ryan reveals the real reason for his trip to LA, and he and Nicole reconcile.

Episode 30

A peek behind closed doors at the intricacies of modern relationships. Each episode features three different fictional stories and follows various characters to see what happened during their most intimate moments. No subject is too taboo. All the stories have one very important thing in common, though: someone inevitably gets undressed.

Episode 5

Seasons6

Season 3 Episodes30

Crew2

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Episode Summary