'The L Word' follows the lives and loves of a group of lesbian friends living in Los Angeles. The main character, Jenny, is a recent graduate of the University of Chicago, who moves to Los Angeles to live with her boyfriend Tim and begin a professional writing career. Jenny's life is turned upside down when she attends a party hosted by Tim's next-door neighbors, Bette and Tina, a lesbian couple who are about to take the step into parenthood after being together for seven years. A brief encounter at the party with Marina, the owner of the local coffee house, suddenly has Jenny thrust into a whole new world that makes her question her own sexual orientation. Other friends of Bette and Tina include Dana, a professional tennis player who is shy but eager to meet the right woman; Alice, a magazine writer who has a brief relationship with a self-identified "lesbian" man; Shane, a hairstylist who can't stick to just one woman, and Kit, Bette's half sister who struggles with alcoholism.

The girls partake in the annual 24-hour Los Angeles Gay and Lesbian Center's dance marathon. Rumours fly about Tasha and Alice's relationship troubles when Jamie begins to play both of them against each other. Tina reveals that she may be moving to New York to open her own movie studio and ponders asking Bette to come with her. The Hit!'s MC, Sunset Boulevard, makes a shocking revelation to Kit that he is the dashing young man who is dating her when he's not in costume. When Bette and Tina go to the bus stop to pick up the potential surrogate mother whose child they plan to adopt, she's a no-show and she tells them, over the phone, that she does not want a lesbian couple to raise her baby.

Katie briefly reprises her role as Marie from 'LMFAO', 4 episodes earlier. In this episode she is presented as a friend of Alice's on stage at the dance marathon.