Ben's best mate arrives to town. Ben and Richard suggest that he should stay in their apartment in the spare soon, while Maryann isn't too pleased.
While checking out the spare room, which is filled with old junk, Richard find an old beanbag and falls in love with it.
Meanwhile, Maryann finds a new flatmate called Monique, and Phil takes no time to waste and sleeps with her the same day.
Phil appologizes to Maryann and both start acting ""Mature"" and ""Kind as ever"" to each other.
Richard tries to give up the beanbag.
Phil, Ben, Maryann and Richard go out bowling, while Maryann and Phil are still ""So Kind"" to each other. Ben and Richard are suspicious.
When they get home, Ben and Richard help Phil set up his bed in the spare room, while Richard suffers without his beanbag.
The next morning, Phil and Maryann decide to stop being polite to each other and Phil promises he'll start abusing her again and she promises she'll stop being polite if he stops sleeping with her flatmates.
Maryann has a new flatmate and the guys are way too keen to meet her.
Ben is interested in the video girl, and thinks she's been giving him signals. Ben is curious how Phil always gets the ladies and wants to know how to score like him.
Meanwhile Iain is going away for a week and has left Richard in charge as a manager of his counsellng company ""The Open Hand"", helping troubled people.
While trying to ask the video girl out, Ben meets Verity, a girl who is interested in him, but he doesn't know it. They decide to meet up for a drink to discuss the ""Political Prisoners in Indonesia"". Maryann notices that she likes him and tells him to slowly get to know, not to rush it, while Phil tells him to become ""Enrique"", a hardcore romantic and tells him a kiss across the table is essential. Maryann knows Phil's advice is always wrong.
Richard gets his first client, Aaron and comes up with ""Cleaning Therapy"". He makes Aaron clean his apartment and pay him $15 per hour.
Meanwhile, just before his date, Maryann keeps reminding Ben to be himself and Phil keeps remindi
Ben goes clothes shopping and meets Rosemary, a shop assistant, who's interested in him.
Clare has a one night stand, but realises she'll be seeing more of James, her one night stand, then she thought. The next day, James is still in her apartment playing games with Richard. Clare throws him out and Richard is upset because he was having fun playing playstation with James. Richard finds out where James lives and stays at his house the whole night playing games. Maryann is sick of Clare's one night stands.
Meanwhile, Rosemary thinks Ben abd Maryann are going out, so Ben tells her they broke up, just so he can get a chance with her.
James spends more time with Richard, and Richard is upset, because James has to go to Invercargill, unless him and Clare hit it off, he'll stay. So Richard tries to get them two together.
Ben tries to impress Rosemary by singing Shakespare to her, but only embaresses himself. He wants to ask Rosemary out to dinner, but is too embaressed, so Phil goes down and
Richard sets up a pirate radio station and Clare becomes a fan without realizing who she's listening to. Maryann tries to mend Ben's broken heart.
Richard starts off another career by selling woman's vitamin pills. He then dresses up as a woman, thinking his products will sell better. Richard gets an idea to dress Ben up as a woman because he is his only customer, so if he's a woman, he will continue to buy his products. He gives Ben some of Clare's Pill tablets, so he can be more womanly. Ben starts feelings the effects of a woman. He then notices what Richard has done and can't believe his ""Little Ben"" won't get up anymore because of the pills.
Clare challenges Richard with a Chick-Flick challenge, and Richard want's to prove that girls are bound to cry at every chick-flick. While watching the second video, Richard relates to his own experience when he was younger and loses the challenge by getting emotional.
Ben finally gets ""Little Ben"" up and is back to being a man. The video girl asks Ben out, but Clare ruins his chances, by telling her about his problem with ""Little Ben"".
Phil thinks Rosemary is way too nice as a girlfriend. Ben still thinks Rosemary is really nice and still shows signs of liking her. Maryann and Clare think Rosemary is just a ""Bouncy, Stupid"" girlfriend. Rosemary calls Maryann and Clare to come over to her house, while Clare really doesn't want to go, but Maryann makes her.
Richard decides to make a t-shirt with a cheesy line to sell, but no-one gets the the line. He makes Rosemary take his t-shirts to sell in her clothing store.
While at Rosemary's, Maryann knows Clare isn't having fun. They later find out Rosemary has been to Europe and notice that she isn't a bitch after all. Phil brakes up with Rosemary. Meanwhile, Ben, Rosemary and Clare go to Rosemary's house to comfort her about the brake up.
Richard is mad, because Rosemary gave away his t-shirt for free to Iain and Richard specifically asked her not to sell it to him. Rosemary tells Clare and Maryann she can't be their friend anymore because when she sees them, she always bu
Clare invites Maryann to go out and have fun, and gets Maryann drunk. The next morning, Maryann feels the hangover. She can't understand how Clare can get everyone drunk.
Phil plans a boys night out, and tells Richard not to invite Iain, but Richard decides to invite him anyway.
Maryann invites Ben on her girls night out with Clare, hopefully thinking she wont get her drunk this time. Clare succeeds in getting Maryann drunk. Ben thinks men are stronger and Clare proves him wrong and beats him up.
Richard slips Iain some alcohol in his drink, in hope for a win ina game of chess, but yet again loses, even with Iain drunk.
Phil becomes an Auditer for Ben's firm. Richard tells the girls they ain't funny and the girls set to prove him wrong.
Maryann sets out to make Clare laugh, but just can't seem to do it. Meanwhile, Richard is facinated by Clare's jokes and thinks she's hella funny.
While at work, Ben drives Phil into having fun, and makes the whole company play games. While having fun, Ben ruins the computer servers and Phil takes the blame and gets fired. And Maryann finally makes Clare laugh, when Maryann's joke goes wrong and Richard sees Maryann naked.
The galng go out to a dance club and discover Ben is a horrible dancer. Richard tells Ben the truth about his dancing.
Phil misleads Clare, and kisses her at the club. Ben decides himself and Maryann should make up a dance routine, Meanwhile Richard is practicing how to use pick-up lines on women, so they can buy him drinks.
Phil tells Clare about the signals she's geen giving him, but she tells him she's been giving out no such thing.
Maryann couldn't handle it anymore, and tells Ben that his dancing isn't improving at all. Phil is still interested in Clare and thinks she's still giving him signals. After a long night, Clare tells Phil he can sleep over. By saying that, Phil jumps into Clare's bed, and tottaly gets the wrong idea.
Meanwhile, Maryann feels guily for putting Ben down, and asks Ben to go to the club and dance the routine with her, but he refuses.
Phil tells Clare he just wants to be friends. Meanwhile, Ben goes to the club, and just couldn't resist dancing with Maryann.
Maryann is sick of being single and wants to find a boyfriend. Richard goes to Iain's poetry group hoping to impress Iain. Richard fails, with his crappy haiku poem.
Ben uis upset Maryann didn't tell him that she wants a boyfriend, yet she told Clare. Ben decides to find Maryann a boyfriend to prove he's a better friend then Clare.
Richard sets out to prove he can write a great poem. He discovers that Phil is an amazing writer and gets him to write a great poem for him, so he can impress Iain.
Ben shows John the poem Phil wrote and says Maryann wrote it for him. Maryann finds out Ben showed John the poem. Maryann tells Ben that she isn't interested in John and tells him to stop inteffering in her life. Ben tells John that Maryann doesn't like him. Iain is impresses with Richard's poem, that Phil wrote. Richard beg's Phil to write another poem, and Phil is so annoyed, he writes a old song, that Richard doesn't recognise. While reading it out to Iain's poetry class, everyone realises tha
Maryann discovers a secret about Clare. Phil and Ben double-date a pair of dancers.