The girls with Carlotta as their manager - continue to face roadblocks, despite their victory at Atlanta NextFest. While still dealing with the repercussions of Hunter's passing, Star goes to great lengths to assure that the group gets a release date for their album. A frustrated Simone struggles with bullying and Alexandra moves in with Derek despite the hardships they've experienced. Meanwhile, Carlotta faces difficult decisions when it comes to managing the group, causing the STAR and EMPIRE worlds to collide as Jamal Lyon is sought for advice.

The girls receive a rude awakening when the fierce new label head, Ayanna, demands they re-brand their image in order to have a shot at competing with the label's other talented artists. A disgruntled Star chooses to take matters into her own hands, causing tensions between her and Carlotta to escalate. Meanwhile, Alex, Simone and Cotton all struggle with adjusting to some major life changes.

While preparing for an upcoming TV appearance with recording artist Noah Brooks, the girls quickly learn that they will be singing backup instead of co-headlining the performance. Anxious for the girls' next big move, Carlotta turns to the new A&R executive, Maurice, for help on a new deal. Meanwhile, Jahil tries his hand at producing music, Cotton struggles with starting her new job and Star comes face-to-face with an unexpected person from her past.

A rattled Star is reeling with emotions, while dealing with the sudden reappearance of her father. A huge opportunity for the girls to perform at the record label party is put into jeopardy after they react to learning that Ayanna has hired Rachel Wells as the label's new social media strategist. Meanwhile, Derek struggles with facing the truth about his fate; Carlotta finds a place of solace; and Cotton begins to bond with her father, Jahil, over their shared pain.

Ayana is quickly reminded of the tremendous pressure she is under to make her family proud, when her father - a legendary music label executive - pays a visit to Midtown. Alex continues to be haunted by her lies to Derek; Star and Simone differ on how best to deal with Brody's mysterious return; and Noah faces a tense encounter with the police during an event thrown by the label. Meanwhile, Jahil works on a plan to debut a new duo he's discovered, featuring his nephew, Angel, and Ayanna's assistant.

With all of the flack the label is catching from the tragic police incident, Ayanna must quickly restore Midtown's image. Desperate for a spot in the showcase, the girls work on convincing hot recording artist Joyce Sheree to sing a featured verse on one of their songs. Carlotta continues to fight for custody of Simone, a misleading photo of Noah and Alex goes viral and Cotton juggles two relationships. Meanwhile, Brody's motivation for his return to Atlanta.

Star's jealousy finally kicks in when Noah and Alex begin spending more time together, both inside and outside of the studio. Ayanna throws a curveball, moving the showcase date up - giving everyone only two weeks to prepare. Worried about Cotton, Carlotta and Jahil team up to get to the bottom of her recent change in behavior. Meanwhile, Maurice steps in to help Noah get back on his feet, when he notices him struggling to catch a break.

Although Carlotta enjoys spending more time with Maurice, her family remains her No. 1 priority and she'll let nothing stop her from protecting them. Meanwhile, things don't go as planned during an interview with radio hosts Headkrack and Da Brat, which Midtown had arranged for its artists to promote the upcoming showcase. Also, Elliot is eager to take his relationship with Cotton to the next level, Jahil realizes he and Brody have a lot more in common than expected and the love triangle drama between Noah, Alex and Star intensifies.

With the showcase finally here, it's time for the Midtown artists to put all their hard work to the test and prove they have what it takes to win. In the process, relationships are tested, ruined and sparked. Meanwhile, Carlotta's salon is under fire in more ways than one, turning everyone's world upside-down.

Carlotta is devastated after the fire that resulted in someone's passing. As she tries to pick up the pieces, her mother, Miss Christine, and sister, Cassie, unexpectedly show up. Meanwhile, Star struggles to hide her jealousy and feelings for Noah, while Gigi decides to do "Take 3" a favor that could put them back on the map.

Charles makes a decision about Noah's upcoming tour that leaves Take 3 in a tough spot. Jahil remains committed to doing whatever it takes to make sure Andy and Angel get to the top. Meanwhile, Ayanna returns and drops a bombshell that will have a major effect on Simone's future, and Carlotta's past is relived through one of the girls.

Rapper Quavo is recruited to join Midtown Sound, which causes drama with Noah, who is still harboring ill feelings towards him from their past. Meanwhile, secrets about Angel's family are revealed when his mother, Paola returns. Then, Arlene's twin sister, Charlene, visits Atlanta to learn the truth about her sister's passing, and Star has a revelation about her mother's final days.

Major competition ensues between Midtown Sound artists Take 3 and Noah Brooks when they fight for a coveted track produced by one of the industry's hottest producers. Blasts from the past are in full effect when Paola and Jahil explore their complicated history, Noah and Alex revisit their time together and Derek invites a date to the salon's reopening celebration.

Maurice brings in an old friend and regional promoter, Natalie, to help put the artists of Midtown Sound on the map. Competition and jealousy rise among the artists on their first gig as a collective, while Andy struggles with his dreams versus his parents' expectations. Alex and Noah finally get Star's approval, but the relationship is tested by a run-in with groupies. Meanwhile, Cassie offers Miss Bruce a job and Cotton makes a life-changing discovery about her past.

Next up for the Midtown Sound artists is a scheduled performance at a Pride Parade in New Orleans, but when a safety threat puts them on lockdown, they are forced to face their issues head-on. Meanwhile, Alex's mother, Rose Crane, makes a selfish surprise visit to see her daughter in light of recent news surrounding her husband. Then, Maurice's job is on the line when Ayanna returns to the label and quickly learns that Natalie, the regional promoter he's brought on, is up to no good. Also, Cotton tries to connect her identity and her past, and Derek is at odds with grandma Ruby.

Tired of sitting on the sidelines, Star seizes an opportunity to stand out. Meanwhile, Maurice is presented with a task to help redeem himself, but is faced with an ultimatum that may cause even more drama for the Midtown Sound artists. Then, Andy and Angel clash with Jahil, and Cotton is put in a tough situation to help someone she loves.

While attending an important event together, Alex ditches Noah when he needs her the most to mingle with DJ Dash. Meanwhile, Jahil revisits his love for Carlotta; Simone and Angel consider fleeing town after receiving a discouraging letter from immigration; Cassie's heated relationship with Andy is at odds; and Cotton's son Jayden finds an unlikely savior.

Take 3's future as a group is at risk; Noah's substance abuse jeopardizes his relationships; Simone and Angel's relationship is tested; Ayanna undergoes a major life change; Cassie and Carlotta's sibling feud comes to a head.