Meg is angered to hear Luke, the new record shop employee, talking bad about the music she's about to buy. Elsewhere, a sudden cancellation of his deal to supply a hotel with all there new TV's, forces Jack to examine his family's financial outlook and question his own business philosophy. Sam, who is still adapting to life at East Catholic high school deals with a prank gone too far by the football team, while JJ looks on, unable or unwilling to intervene. While Roxanne uses her Bandstand connections to start her own business of selling autographed 45's, starting with Marvin Gaye. Discovering Luke slipped her a Bob Dylan record instead, Meg rushes back to the store to conmfront him. The Prank gets Tommy suspended and he threatens Sam until J.J. intervenes, which draws a nasty response from Sam. Michael shuts down Roxanne's new business, while Jack tries in vain to still make the big Hotel sell, but it's all for not as Mr. Healey refuses to buy them. Lastly, the bitter cold of the nigh

In the aftermath of his confession to Beth, JJ struggles to put their relationship back together again, but quickly realizes that it might be too little too late. Elsewhere, Meg strikes up a musical friendship with Sam as they decide to save money by sharing records - causing problems with JJ who quickly reminds his sister about the trouble she faced after her previous interactions with Sam. Meanwhile, Jack entrusts his new employee -- Nathan, the nephew of Henry with delivery duty, but later questions his decision when Nathan fails to return. Helen volunteers to baby-sit for her professor and gets to know him better while Roxanne fights for a coveted position writing the ""Backstage on Bandstand"" column for Teenzine magazine.

In the first track meet of the season, JJ and Sam square off to determine who will race one of the fastest runners in the city, creating a new-found relationship between this unlikely pair. Meanwhile, after their break-up, Meg and Luke try to figure out exactly what to call their relationship with the help of confidents Roxanne and record storeowner Mr. Greenwood. Elsewhere, Helen's classmates lead her to believe that their professor, Mr. Witt, has a crush on her. Musical guest star India.Arie portrays Nina Simone performing at the Vinyl Crocodile record store.

In the first track meet of the season, JJ (Will Estes) and Sam (Arlen Escarpeta) square off to determine who will race one of the fastest runners in the city, creating a new-found relationship between this unlikely pair. Meanwhile, after their break-up, Meg (Brittany Snow) and Luke (Jamie Elman) try to figure out exactly what to call their relationship with the help of confidents Roxanne (Vanessa Lengies) and record storeowner Mr. Greenwood (guest star Art Garfunkel). Elsewhere, Helen's (Gail O'Grady) classmates lead her to believe that their professor, Mr. Witt (guest star Robby Benson), has a crush on her. Musical guest star India.Arie portrays Nina Simone performing at the Vinyl Crocodile record store. Tom Verica, Sarah Ramos and Ethan Dampf also star.

As Meg's (Brittany Snow) recently rekindled romance with Luke (guest star Jamie Elman) begins to heat up, she grows concerned over his level of ""experience"" in matters of love. Prompted by some sagely wisdom from Roxanne (Vanessa Lengies), she attempts to broaden her sex appeal with shocking results. Elsewhere, Jack (Tom Verica) decides to rethink Nathan's (guest star Keith Robinson) employment status after learning of Helen's (Gail O'Grady) brush with danger, and his involvement in her defense during the recent voter registration drive. Meanwhile, JJ (Will Estes) re-ignites his romance with Colleen (guest star Jessica Collins) as he prepares to celebrate his 18th birthday and Helen agonizes over her own secret from that fateful day with Professor Wit (guest star Robby Benson).

JJ's senior prom is coming up but he's not going because Colleen has made him another offer. Then he hears from Beth. In other prom-related doings, Meg's new friend Carol invites her---but not Roxanne---to a pre-prom sleep-over at her house. Meanwhile, Patty's afraid that no one likes her (there's some reason for this: she has a reputation as being a ""know-it-all""); Natha puts Henry in another delicate situation at the Girard Avenue store; and Jack runs into Professor Witt near the store and senses that there might be something between him and Helen.

June 19, 1964: Jim Bunning's on the mound for the Phils and the Pryors have just begun their annual Wildwood vacation. Roxanne isn't with them because she's still mad at a still-distressed Meg. But her rich new friend Carol has invited her to her beach club at ""the Crest."" And Meg returns the favor, getting Carol and her friends into a Bandstand beach ""hop"" featuring the Kinks (Third Eye Blind does the impersonation). Meanwhile, Helen finally tells Jack about Professor Witt's advance. Back in town, JJ's at home---with Beth while Henry's minding the North Philly store. The neighborhood is steaming and the city pool hasn't opened yet.

In the episode, Meg find herself getitng a little too close to Sam. Causing questions after she defends Sam when he sticks up for a friend being teased for race. After defending, her dad finds out and suspends her from bandstand. Roxanne is shocked to learn the Bandstand Director is leaving. JJ questions Beth's trust, and the only way to not worry-engangment? Helen looks into surgery for Will and against her doctor's best advice calls a clinic. Kelly Clarkson performed

As JJ prepares to leave he and Beth celebrate their engagement. Beth and her mother can not seem to agree upon anything while JJ and Meg continue to fight about Drew. Will is still in the hospital. Roxanne continues to tour with Lenny. Roxanne decides that she loves Lenny but she can not continue to tour with them.