Season Two, Episode 1. Bette (Jennifer Beals) desperately begs for forgiveness from Tina (Laurel Holloman) over her affair with Candace (Ion Overman), but it falls on deaf ears. But Tina is revealed to be hiding a shocking secret from her friends that she happens to be pregnant again. Meanwhile, Alice (Leisha Hailey) and Dana (Erin Daniels) continue to hide their romantic tryst from the others, including Tonya. Jenny (Mia Kirshner) finds herself with writers block, and saying an emotional goodbye to Tim as he prepares to leave town for a teaching job back in Ohio. Shane lands a new lover, named Carmen de la Morales (Sarah Shahi), whom she meets at a movie studio while doing hairstyling for her latest client. With Marina gone after learning of her nervous breakdown and her attempted suicide, Kit decides to buy The Planet and continues to have mixed feelings over hanging out with Ivan (Kelly Lynch).

Season One, Episode 12. A near-riot at the art gallery lands Bette, Dana, Shane, and Alice in the L.A. county jail, which puts Bette in dangerous proximity to Candace when they share a cell together. Meanwhile, Kit meets Ivan, an auto mechanic and ultra-butch drag king that she finds herself strangely attracted to. Marina contemplates life without Francesca, and beings to flirt with Robin, knowing that she has a dinner date with Jenny. While attending the local aquarium for working on her new book, Jenny meets an attractive marine biologist named Gene, whom she too asks out. As Tim and Jenny discuss divorce, Shane's relationships spin out of control when Clea refuses to take no for an answer to back away. Also, Dana remains oblivious to Tonya's hidden agenda for her.

Season One, Episode 13. The 'Provocations' art show finally premieres at the CAC with mixed reviews, while Bette can no longer resist the temptation and begins a sordid fling with Candace. Meanwhile, Marina continues to flirt with Robin despite knowing she's dating Jenny, who begins to have a lustful fling of her own with Gene. Shane's life turns from bad to worse when her attempts to let down Clea easy turns disastrous, and Cherie abandons Shane when their affair is finally discovered which leads to Steve terminating his business arrangement with Shane. Tina finds out about Bette's fling with Candace. Dana loses a friend when her pet cat dies and gains a fiancée when Tonya proposes marriage. Also, Kit tries to make sense of Ivan's attention and her reaction to it.

Season One, Episode 11. Tina, Jenny, Shane, Alice and Dana all share an eventful trip to Palm Springs. While on the road, they all share their "first love" stories. Back in Los Angeles, Bette hires Candace, an attractive carpenter, to handle the set-up of the "Provocations" exhibit opening at the gallery.