During the first day of school at Constance Billard, Jenny takes her place as the new Queen Bee. However, Blair gets in her way. Lily returns home to find that things are not as they were when she left them with Rufus. At NYU, Olivia Burke, an actress, enrolls and is assigned to be Vanessa's roommate.
Elenco: Blake Lively , Leighton Meester , Penn Badgley , Chace Crawford , Ed Westwick , Kelly Rutherford , Matthew Settle , Kaylee DeFer , Jessica Szohr , Kaylee De Fer , Kelly Rutherford , Kristen Bell , Matthew Settle , Michelle Trachtenberg , Taylor Momsen .