The stand-ups at L.A.'s primo comedy club, run by the formidable Goldie, react to rising star Clay Appuzzo's big appearance on 'The Tonight Show Starring Johnny Carson' in unexpected ways. Comics Cassie and Bill are most affected. Eager to join L.A.'s burgeoning comedy scene, Boston transplants Eddie and Ron are surprised by their unorthodox accommodations and young up-and-comer Adam is forced into a compromising situation by his manager Carl.

After defying Goldie, Edgar tries desperately to get back into her good graces. Cassie tests out some controversial new material, to mixed reviews. Adam, Eddie and Ron join forces to take down a ventriloquist. Bill tries to keep his father and sister entertained on their vacation. Goldie is forced to make a tough decision when her oldest friend Judy comes to town.

Goldie's ex-husband shows up and asks her for a favor. A female fan shows her love for Eddie in an unusual fashion. When Bill takes Cassie to an exclusive party at the Riot House, she has a revelation. Adam meets his comedy idol. Cassie wrestles with what it means to be a woman in the comedy world.

Goldie pitches an idea at her weekly poker game, which Eli believes he can sell. Nick returns after a long and mysterious hiatus, causing friction between Cassie and Bill. Adam starts a new handyman job and quickly learns there's more to the gig than was promised. A visit from Ralph's Vietnam buddy forces him to confront things better left buried.

Nick books a life-changing gig. Adam questions Barton about his odd accommodations. Bill tags along with Sully on a sales call that doesn’t end well. Eddie and Ron go on a painful double date. Goldie and Eli sell their comedy special.

Goldie learns she may have misjudged her relationship with Eli. Eddie helps Cassie hone her material, but with some ulterior motives. Ralph and Edgar's unforgettable road trip ends badly. Bill helps Nick with a problem from his past.

A disastrous meeting causes Nick to reevaluate his relationship with girlfriend Tawny. Maggie gives Ron a self-help book that provides him with temporary superpowers. Barton proposes a deal with Goldie's rival Teddy.

Goldie grapples with Marty and Eli over creative control. The comics rally around Bill. An ultimatum from his agent forces Nick to make a fateful decision. Barton and Teddy's scheming could spell disaster for Adam.

Goldie forces Cassie to choose a side; Adam has a great set, but shows up Ralph; Ron helps Eddie get revenge on DJ Kenny; Nick starts down a new path.