After a night out at the club Babylon with Michael, Emmett and Ted; Brian picks up a cute guy named Justin for a night of fun, but afterwards coldly rebuffs Justin's attempts to see him again. Michael also gets lucky taking home a hunk only to be happily interrupted for a trip to the hospital after Brian learns that Lindsay and Melanie have had a baby boy, Gus.

Michael stays in the closet at work, which causes some problems with an interested co-worker while at the same time he struggles with feelings of jealousy over Brian's relationship with Justin.

While Ted lies in a drug-induced coma, Brian learns he's named the executor of his friend's living will; Justin decides to take chance on a situation where he could seduce (in terms jerk) a fellow classmate; Justin's mother suspects the truth about her son's sexuality after finding some drawings of naked men in his sketch book; Michael and Emmett try to remove incriminating evidence (porn, 33 dildos... don't ask) from Ted's apartment but discover Ted's longtime crush on Michael.

Debbie meets Dr. David; Michael and Dr. David spend a weekend in the country; Justin's father learns the truth and decides to send Justin away to school; Brian's emotional hold on Michael and dislike for Dr. David intensifies.

Dr. David pressures Michael to move in with him; Brian's loft is burglarized; Justin runs away to New York City; Lindsay and Melanie begin to drift apart.

Brian, Michael, Justin, Emmett, Ted, Lindsay, Melanie and Debbie all overcome various obstacles to show their PRIDE in Pittsburgh's annual parade.