Chapter III begins with a replay of some of Sam’s footage of the Varsity Show. Ms. Bernadette, the Head of Drama, arrives forty minutes late and gives a whole spiel before auditions begin. We see clips of everyone, who are all very bad, except for Joelle, who we know received a great reaction. Michael also recites a poem and Ms. Bernadette loves it, but Troy, and even Lionel, are not liking it at all. But, they won’t say it to him. In the future, Lionel and Sam are watching this tape and recognizing that the Troy in that tape is the real Troy, and wondering if they will get that one or the Hollywood version when they speak to him now.

Troy joins the video chat and seems to be a producer. He asks Sam when she’ll meet with him, but Sam sees him as a bit of a sellout. Lionel asks him how much they will or will not be saying about The Order this time, and Troy alludes his question, as we return to senior year, where Sam and Lionel are asking Troy about The Order after auditions. He tells them to not go all “Scooby-Doo” this year, and in the future, Troy mentions how the Order of X stuff in Lionel’s book almost got him in trouble. Lionel says it was free publicity, that helped his image in Hollywood. Troy then admits that the Order did have something to do with the Varsity Show, and we go back to senior year, where Troy is in an Order meeting. The members helped the president of Winchester agree to AP putting on the Varsity Show, using his white guilt to make him think that it was his idea to do this.

Over at AP, everyone is watching Big House, where Coco is talking to David, one of the only other black people on the show. He’s making his moves on her, but she’s deflecting them with ease. She then goes over to Muffie and they talk about who they’re going to partner up with to increase their chances of making it to the end.

Troy walks into Lionel’s room, where him and Michael are, and says that the three of them need to flesh out the idea for the Varsity Show. He says he’s under a lot of stress from that, from the Or—older black people, and his mom being in town for her show. Lionel tells him that he should go to that, and him and Michael will go with him for support.

At the gallery, Troy walks in and looks around at his mom’s art. She then comes up to him and says hello. They begin to catch up and he tells her about the Varsity Show and how he wants to do a black 90s vibe. She suggests that he do it within the protests of ’93 and just make it all protest art, and Troy loves that idea. He asks her if she made all of this art when she was at Winchester, and she says she did it all before she left for New York in ’99. She then brings him over to a painting she did after he was born and asks him if he wants to dinner. He tries to make the plans immediately, but she says she’ll text him about it.

We then go to AP, where Brooke is telling Troy she wants to be the director and actively scout talent for the show. Troy doesn’t want to make her director, but agrees they need to find people because the majority of the people who auditioned were very bad. Returning to the future, Sam scolds Troy for doing the show to build a pipeline for their people but that never came to fruition because he got money, and that was more important to him. Troy tells her that maybe she is right about them not enjoying the process of it. But, Lionel says he did like one thing, and that was Gen’s Joint. Transitioning back to senior year, Brooke brings Troy and Lionel to Gen’s Joint, a queer-driven bar. Sam is there as well, having a drink at the bar, where the bartender happens to be Gabe.

Iehsa comes over, asking Sam if she has time to come to a Black AF protest. She tells her that she’ll hop in and out, and that she’s documenting a lot of stuff about the Varsity Show while trying to stay neutral, which Iesha does not like. Sam goes to join everyone else watching Gen perform a show, while Iesha stays and begins talking to Al. He’s a bit upset that she took his job in Black AF as president, and now he doesn’t feel black or Latin enough.

Michael joins Troy and Lionel at the table they’re at and tells them that he isn’t the biggest fan of this place, which causes Lionel to make a bit of a sour face. Gennifer then introduces dancers onto the stage as she makes her way off it. Troy goes over to her and tells her how he wished the Varsity Show looked like what she did and wants her to join it, but she would rather not do it.

Reggie talks to Michael about an app he made called Rose Umbrella where a user can start a private chat and that there’s also user verification. Michael tells him that everything needs to be anonymous to keep people safe. Lionel, seeing that his boyfriend is preoccupied, goes over to Troy, who tells him that they need to lose Ms. Bernadette. Lionel also tells him that Michael is a bad writer and he can’t write the show with him, which Troy agrees. Returning to the future, Troy tells his Winchester friends that his obsession with the 90s was rooted in an unconscious desire to return to a period of time where he had a mother, which is an interesting note to end this episode on. But, not before we go to the credits, and continue the side story of the mystery driver. They’re parked, watching Big house on their phone. The camera zooms slowly towards the car, but you can’t quite see who the driver is. Before we get to close, it goes to black.

We then start the next chapter in the future, where Lionel and Sam are discussing how a musical numbers story can draw attention to itself, and they need to remember to have the characters look at the lens (which has been happening in the re-telling of their senior year). Coco, who is now working on a political campaign, joins their video call. Lionel wants to know about her time on Big House, so she begins to tell her story. We go to senior year, where we see Coco talking to one of the producers of the show. He wants her to lean into the sass because the network wants a black person to win, and he thinks she can. Elsewhere, Muffie is also talking to one of the show’s producers.

Two weeks later, everyone is sitting down to watch Big House, where David and Coco are talking about teaming up. But, Coco and Muffie have their own plan. But, that plan might not work when it’s announced that the Dean’s List will be played, where America can vote on who’s the best to worst in the house. We then see Coco having a one-on-one interview with the producer, but she doesn’t agree with how he wants her to act/play the game, so she asks for another producer who will help her, which happens to be the one helping Muffie as well. We then cut to Gabe watching the show on his phone in Sam’s radio booth, and it seems like they’ve edited what Coco actually said in that interview about the only other black woman in the house, Eva. We quickly go to the future, where Sam and Lionel are now talking to Gabe. He tells them that he watched so much of that because he needed comfort, which irks Sam.

Back to senior year, Sam admits to Gabe that she watches it too. Their moment is cut short though, as Iesha comes in. Gabe takes that as his cue to leave, and Sam sets up the area to interview Iesha. Right after introducing her on Dear White People, she immediately begins to debate Sam on air. She does make some points, but Sam is not happy and asks why she’s coming for her. Iesha counters and asks why she isn’t protesting the Varsity Show with Black AF. “Everybody has to make change in their own way,” Sam says. She tells her how she’s filming the behind the scenes of the show, as well as her protests of it, as part of her senior thesis. But, Iesha calls out her lie, saying that she hasn’t been to any of the protests. “There are 782 black students here. But you’d rather address the white ones, putting them front and center when it comes to our lives,” Iesha states. She then continues by telling Sam to check her blind spots, starting with the white man she’s dating. Sam abruptly ends the show and asks her what the hell just happened. Iesha just mocks what Sam had said before starting the show: “I had to play devil’s advocate, it’s not personal.”

In the future, Gabe says that Sam changed after that, but Sam disagrees, saying it was the movie that changed everything. What was that movie? Well, back in senior year, Gabe gets an invite to a dinner with his uncle, who happens to be extremely problematic. Sam says she wants to come, and Gabe says everything will be fine, because “white people love it when you drag them.” Well, I wouldn’t say that Sam drags them, Gabe. More like state facts on how they take part in and benefit from systemic racism and white supremacy, and call them out/hold them accountable in the meantime.

Now, on Big House, we see Coco talking to Eva, who says how everyone thinks Coco hates her. Coco says she doesn’t, and then the two of them start rapping “None of Your Business” by Salt N Peppa. The producer then tells Coco she shouldn’t team up with Eva and asks her what she thinks Eva’s producer is telling her. The contestants then start playing a game where they have to make a puzzle and if they don’t put a piece in the right spot, they get electrocuted. Coco ends up winning it all. They then announce the Dean’s List—Muffie is first, and Coco gets last place. Muffie tells her she should remove Eva from the house because she’s in her way of gettin to the top.

Meanwhile, not on television, Gabe and Sam arrive at uncle’s house, which is a giant mansion with black waitstaff. Sam is immediately not at ease, and Gabe’s dinner immediately saying something racist off the bat at dinner doesn’t help. His uncle then asks what the biggest problem the world is facing, to which Sam begins to say that it’s systemic racism, but is interrupted by him saying that it’s the lack of family values. He then says he has a script about a faith based story and wants Gabe to direct it. Gabe tells him that faith movies aren’t really his thing, but his uncle says they’ll talk more about it after without the women. Later in the evening, Gabe comes out of the house, where Sam is waiting. Sam asks how his uncle took it. He goes, “Yeah…you know,” meaning he actually didn’t tell his uncle off. Sam doesn’t register it and starts saying how she doesn’t know what to do about the Iesha thing. She’s now lost her main conflict of her senior thesis, and the Order of X is a dead end. Gabe then interrupts her to admit that he told his uncle he’d make the movie.

We move to Sam’s room, where she’s absolutely pissed that Gabe is doing this movie because it goes against what he does and is. She tells him he’s doing the same thing as the Native American stuff last year, because “when things get hard, you sell everything down the river for an opportunity.” Gabe says he’s a good person and wants to put good things in the world, so he doesn’t see what’s wrong with him putting some of that money in his pocket. Well, that sounds very white privilege-y of you, Gabe. Sam is slightly preoccupied, because she’s gotten messages of people supporting Iesha after their debate, and saying Sam is more white than black, and now Iesha is the black Sam. Gabe and Sam then start singing “Bye, Bye, Bye” by NSYNC. They end it with Gabe saying that they always end up in the same fight, and Sam saying that “every time I check my blind spot, I see you in it,” reaffirming what Iesha had mentioned earlier to her.

In the future, Gabe says that Iesha got in Sam’s head. She tells him to stop analyzing her, because it wasn’t her at all that caused that fight. She tells him the truth, saying, “How could I look at you and see the chances I wasn’t allowed to take.” Back in senior year, Joelle comes into Sam’s room with a bottle of wine and finds her crying. Finding out that her and Gabe had THE fight, they start watching Big House while drinking out of the bottle. On the show, it’s revealed that Eva’s been expelled. Returning to the future, Coco tells Sam and Lionel that paranoia sets in and you make choices you never thought you’d make, which makes us wonder if she’s talking about that, or what’s to come. The credits begin to roll, and our mystery driver is listening to Sam and Iesha’s argument on Dear White People. Then, a calendar notification comes up on the person’s phone for the Varsity Show for that day. Who is this person, and what do they have to do with the Varsity Show? I guess we’ll only find out if we keep watching.