After finally getting together with Spencer at the end of Series 2, Caggie escaped to Australia for a holiday with Proudlock. On her return, she ignores Spencer's calls, and has another man's name tattooed on her arm. Millie has a new rapper boyfriend and an internship at a fashion magazine. Meanwhile, Hugo's found true love with his new girlfriend Natalie and is spending less time with the boys. But he's in for a nasty surprise when he finds out that Jamie and Spencer plan to move in together. Jamie and Louise's romance has fizzled out, despite neither of them wanting the relationship to end. But things could be about to change when Jamie meets Proudlock's foxy church-going friend Kimberley, who is single and looking for love. Ollie's eccentric best friend Richard is introduced to the group. A self-made millionaire at the age of 25 makes Richard hot property for Chelsea's Bridget Jones, Cheska. Ollie tries to play cupid, but it's soon apparent that Richard has already broken quite a few hearts among Ollie's friends.

With Caggie heading off on tour, Spencer channels his frustration by taunting Jamie, but when Spencer starts meddling in Jamie's relationship with Kimberly he finds out just how far Jamie can be pushed. Rosie organises a lunch for Hugo's new lady Natalie to meet 'the girls', but excludes Millie and Caggie, who inadvertently turn up. The scowls across the room are frosty to say the least, but Natalie shocks them all when she walks over to Millie to introduce herself. Cheska plucks up the courage to ask Richard Dinan to her charity fundraising night, but things don't go to plan when Gabriella makes a move on the millionaire entrepreneur.

The Jamie and Spencer rivalry continues with hot new girl Kimberley, who agrees to date both of them. However, Jamie realises that he still has feelings for Louise and decides it's time to lay his heart on the line. Professor Green drops off a scantily clad Millie at Harriet's pyjama party, while Mark Francis wonders at the guests' extreme bedroom attire. Party girl Gemma Gregory is back in town and in need of a job - will she be able to impress self-made millionaire Richard Dinan, who is on the look-out for a new PA? And there's a heated showdown when Gabriella discovers that Cheska has been spreading rumours about her relationship with Richard.

Jamie and Spencer confide in each other about their recent rendezvous with Louise. Jamie says he travelled to see her in Edinburgh, while Spencer confesses he hooked up with her too. Louise says Spencer is lying, but who is playing games? The three are finally in the same room at Hugo's hotel party, where the truth is revealed. And at a Point-to-Point, it's not only horses that are racing as Richard has eyes for Kimberley, while Cheska and Gabriella have eyes for him. The sexual tension leads to another showdown between the girls. And Millie and Rosie face an emotional moment of truth about their ailing friendship.

Louise and Jamie make a go of their romance with an unusual date, while a spurned Spencer seeks comfort in the arms of a luscious-lipped old flame. Millie makes amends with Hugo and forges a surprising relationship with his new girlfriend Natalie, annoying her nemesis Rosie. Ollie decides it's time to find himself a man, so he takes Richard out to a gay bar and attracts the attention of a hunky blonde. Fred moves into the world of art and hosts an exhibition at a gallery, where Spencer makes quite an entrance with his new plus-one. Louise is adamant that she's over Spencer, but Jamie's not so sure.

Spencer, Hugo, Natalie, Millie, Louise and Sophie head off to Dubai for a luxury few days away and to celebrate Louise's birthday. But with Jamie stuck in England, will Louise be able to resist Spencer's flirtatious advances? Hugo introduces Natalie to his father, QC Taylor, while out in Dubai. The loving couple are totally smitten, but will they get his dad's seal of approval, and are wedding bells on the horizon? Back in Chelsea, Richard goes to brainstorm song ideas for his business advert with Gabriella. Richard's under pressure after having to fire his PA Gemma. Can Binky come to the rescue? Cheska feels protective over her new 'friend' Richard Dinan after Kimberley expresses an interest, but Richard is starting to tire of her meddlesome ways, so it might be time for a frank chat...

Spencer and Louise return from Dubai to find Jamie on their doorstep demanding some answers. Spencer claims his feelings for Louise are genuine and that he wants her to be his girlfriend, but she is confused and needs time to think. Millie and Natalie organise a trip to the spa to help Louise reach a decision. Rosie gets wind of it and, encouraged by Hugo, turns up to support Louise along with Cheska and Victoria. Inevitably, Millie gives them a frosty reception and another classic Millie and Rosie bust up turns a relaxing spa trip into a disaster. Back in Chelsea, Jamie finally decides to confront Spencer, but is adamant that he has no interest in being friends with him. And Louise returns from the spa with her final decision made. Meanwhile, Richard is wooing Kimberley in helicopters, fast cars and fancy restaurants, but Cheska and Binky stumble across a Kimberley secret that could sabotage everything...

After their dramatic return from Dubai, and having to finally confront the reality of betraying their friend Jamie, Spencer and Louise finally get a chance to just hang out in London and, despite the odd insecurity, their new relationship is blossoming. Meanwhile, Cheska and Binky are up to no good when they organise a secret meeting with Kimberley's ex-boyfriend Diego and discover that Kimberley isn't as innocent as she appears. Jamie decides to throw a Scottish Reeling party so that the gang can show off their country dancing skills. As the bagpipes play, Kimberley comes face to face with her past, with a little help from Cheska and Binky, of course. Richard is far from pleased and Kimberley storms out. Hugo finally realises that he's the only person who can resolve the Millie v Rosie stand-off, so he plots to bring them together to clear the air. But will Hugo's plan work, or will he discover that honesty isn't always the best policy?

Following Diego's dramatic entrance with Cheska at the Scottish reeling party, Richard has decided a romantic holiday to the Amalfi Coast is the perfect solution for him and Kimberley. But, in a hilarious sequence of events, it seems that the couple are not going to be alone. Ollie, Cheska, Binky and Gabriella are all going too. The dream trip soon becomes a nightmare as the rain beats down relentlessly and Kimberley settles old scores with Cheska. Richard tells Cheska and Binky that he doesn't approve of their meddling and a distraught Cheska wonders whether she should have kept Diego's revelations a secret rather than potentially losing a friend. Back home, Jamie is having fun with Proudlock and Francis, trying new ways of meeting 'cultured chicas'. But, having failed to bag himself a date, Jamie refuses to attend Natalie's drinks party, leading Spencer to believe that he's still holding a grudge. Elsewhere, Millie offers an olive branch to Rosie by inviting her to her make-up party, along with a new face - beautiful model Henrietta.

Feeling the loss of his best mate Jamie, Spencer seeks advice from an old friend and flame, Caggie. Jamie and Francis audition a string of beauties in their search for Candy Kittens and they find the perfect mix of brains and beauty with new hottie Hetty (Henrietta). Following their bust-up in Italy, Kimberley meets up with Cheska, but the conversation soon turns sour and ends in a heated exchange. Richard then deals Cheska a final crushing blow, leaving her in floods of tears. Ollie throws a 1960s-themed party in the country. But there's palpable tension when Louise tries to make amends with Jamie. Richard speaks to Kimberley to gauge what's going on in their relationship, but the uncommitted response doesn't seem to inspire confidence - was Cheska right all along? Jamie and Spencer finally talk to one another about their feelings and regrets. Will Jamie finally forgive Spencer so that they can be friends again?