Lindsay and Melanie have a bris for their new baby Gus, which Brian decides to miss until Michael convinces him otherwise. Brian decides to crash the party and put his parental foot down. Justin seeking to regain the attention of Brian decides to make himself noticed at Babylon. Meanwhile, Brian's involvement as the father of Gus causes some relationship strain between Lindsay and Melanie. Michael attempting to continue his straight act, runs into a co-worker in front of the gay bars. Also, Ted finally gets lucky with a guy who he's been denying the advances of all night, but ends up with devastating results.

Michael fends off the romantic interest of a female coworker who doesn't know he's gay and instead dates a handsome chiropractor, while Brian is propositioned by a potentially lucrative client of his firm. Meanwhile, Justin struggles to repair his fractured relationship with his mother Jennifer.

Justin's father attacks Brian outside Babylon; Michael gets a promotion at work; Justin moves in with Brian.

Michael ends the relationship with Dr. David; Ted and Emmett get tested for HIV; Brian throws Michael a surprise 30th birthday party and outs Michael to his co-worker; Emmett makes a pact with God.

Michael and Dr. David enjoy their new-found domestic bliss; Emmett joins a "conversion therapy" group; Lindsay and Melanie continue to fight about Brian, finances and their future; Ted becomes very sexually active.

Justin is unable to process Chris Hobbs' attack, or to accept physical contact, despite Brian's best efforts. Ted is fired for surfing porn at work. Michael and Emmett take jobs as naked waiters. This time, it's Melanie who proposes to Lindsay.

As a result of his gay bashing, Justin loses the motor skills necessary to succeed in art school, and is forced to drop out, while Michael decides to quit his job at the Big Q and risk everything to buy a comic-book store. Meanwhile, Ted becomes an entrepreneur as well, ditching his new accounting job to start his own porno website.

Woody's is closed down after an Amateur Strip Contest. Stockwell discovers Brian's gay. Ted's humiliated when he tends bar at one of Emmett's soirees. Melanie promises Lindsay she'll work less during her pregnancy, then lands the case of a lifetime.