Kelly is turned off by a bad date. She becomes friends with Donald's friend, Annie. When Lou tells the gang that Annie is a lesbian, they begin to read more into their relationship than there is.

Joe and Cliff do not want to live together anymore. Everyone feels cramped in their privacy. In order to complete the change, they immediately enter a contact ad. The badge is a red carnation.

Lou and Donald get the chickenpox. They are quarantined for a fortnight in Donald's apartment. Soon they are annoyed by each other. Penny fears the two are killing each other.

Donald is very secretive about the reason he doesn't want to spend Thanksgiving with the Waters brothers.

Penny dates an African-American circus clown. Rose Marie and Maury Amsterdam play the clown's parents.

Lou is embarrassed and upset when his son Bucky considers leaving the seminary because he cannot take the vow of celibacy.

Joe and his ex-wife Janey begin spending time with each other again and Penny hopes for a reconciliation, but Janey's selfishness jeopardizes their chances.

Joe's old friend Bubba is back in town, but he does not answer. Joe questions him and learns that Bubba has AIDS.

Donald is faced with the possibility of coming out to his former Air Force buddies.

Lou feels he needs a way to "be remembered", so he runs for president of the Rhinos. In order to cement the election he recruits three new members: Joe, Cliff, and Donald.

A young woman shows up from Korea who might possibly be Lou's daughter. Lou was involved with her mother when he was stationed in Korea. Is this his daughter?

Joe decides to write a book about his memoirs, but decides to bend the truth on certain things, causing a rift between him and his family.

Cliff is failing one of his college courses, which will prevent him from playing baseball. His female professor offers him a passing grade in exchange for sex.

Cliff find a rich boyfriend (Winston) who quickly gets too serious about his relationship with Cliff. Cliff does not feel the same way about Winston.

A crooked detective sets up a sting when he accuses Donald of being a criminal.

Joe's plans to run as city councilman is dampened due to disagreements and tensions within the gang.

Joe feels like a failure when he does not approve of Penny's new boyfriend and she retaliates by moving in with him. Joe is then forced to enlist everybody's help into sprucing up their new apartment.

Donald considers settling down with a former girlfriend and her daughter, as this offers him a ready-made family.

Donald's estranged father arrives in Philadelphia to visit his son, but the reunion is cut short when he suffers a heart attack.

Joe offers to pose as Kelly's husband to impress her former classmates at her high school reunion.

Lou is humiliated when he suddenly becomes impotent.

Cliff is confronted by his former fiancé.

During a blackout one night at the restaurant a mysterious stranger shows up out of nowhere eating food that the place doesn't serve and waving a trinket that promises magic that everyone is ready to fall for.

Lou has an attack of pride when he gets fired from his job and his ensuing personal crisis drives Cliff and Joe crazy, especially he starts working at the restaurant. At a loss for how to help him, Joe decides to fire him to give his wounded pride a boost.

Joe and Kelly spend the night together after a night of heavy drinking. They don't remember what happened. Will this lead to a relationship?