At the beginning of 2259, Captain John Sheridan replaces Sinclair as the military governor of the station. He and the command staff learn that the death of President Santiago was actually an assassination masterminded by Vice President Clark (who assumed the Presidency upon Santiago's death). A conflict develops between the Babylon 5 command staff and the Psi Corps, an increasingly autocratic organization which oversees and controls the lives of human telepaths. Commander Ivanova, the second-in-command of the station, is secretly a latent telepath who has illicitly avoided registering with the Psi Corps.　　The Shadows, an ancient and extremely powerful race who have recently emerged from hibernation, are revealed to be the cause of a variety of mysterious and disturbing events, including the attack on the Narn outpost at the end of 2258. Centauri Ambassador Londo Mollari unknowingly enlists their aid through his association with the mysterious Mr. Morden in the ongoing conflict with the Narn. The elderly and ailing Centauri emperor, long an advocate of reconciliation with the Narn, dies suddenly while visiting Babylon 5. A number of conspirators, including Londo Mollari and Refa, take control of the Centauri government by assassinating their opponents and placing the late emperor's unstable nephew on the throne. Their first act is to start open aggression against the Narn. After a full-scale war breaks out, the Centauri eventually conquer Narn in a brutal attack involving mass drivers, outlawed weapons of mass destruction. Towards the end of the year, the Clark administration begins to show increasingly totalitarian characteristics, clamping down on dissent and restricting freedom of speech. The Vorlons are revealed to be the basis of legends about angels on various worlds, including Earth, and are the ancient enemies of the Shadows. They enlist the aid of Sheridan and the Babylon 5 command staff in the struggle against the Shadows.

　　The Psi Corps and President Clark, whose government has discovered Shadow vessels buried in Earth's solar system, begin to harness the vessels' advanced technology. The Clark administration continues to become increasingly xenophobic and totalitarian, and uses a military incident as an excuse to declare martial law. This triggers a war of independence on Mars, which had long had a strained political relationship with Earth. Babylon 5 also declares independence from Earth, along with several other outlying Earth Alliance colonies. In response, the Earth Alliance attempts to retake Babylon 5 by force, but with the aid of the Minbari, who have allied with the station against the growing Shadow threat, the attack is repelled.　　Becoming concerned over the Shadows' growing influence amongst his people, Centauri ambassador Londo Mollari attempts to sever ties with them. Mr. Morden, the Shadows' human representative, tricks him into restoring the partnership by engineering the murder of Mollari's mistress while putting the blame on a rival Centauri House. Open warfare breaks out between the Shadows and the alliance led by Babylon 5 and the Minbari. It is learned that genetic manipulation by the Vorlons is the source of human telepathy, as it is later discovered that Shadow ships are vulnerable to telepathic attacks. Displeased at the Vorlons' lack of direct action against the Shadows, Captain John Sheridan browbeats Vorlon ambassador Kosh Naranek into launching an attack against their mutual enemy. Kosh's deeds lead to his subsequent assassination by the Shadows.　　Former station commander Jeffrey Sinclair returns to Babylon 5 to enlist the aid of Captain Sheridan, Delenn, Ivanova and Marcus in stealing the Babylon 4 space station and sending it 1,000 years back in time to use it as a base of operations against the Shadows in the previous Minbari-Shadow war. Undergoing the same transformation as Delenn at the end of Season 1, Sinclair transforms into a Minbari and is subsequently revealed to be the actual Valen of Minbari legend, rather than a reincarnation. Spurred by the reappearance of his assumed-dead wife (who now works for the Shadows), Sheridan travels to Z'ha'dum, the Shadow homeworld, in an attempt by them to recruit him. However he instead destroys their largest city in a kamikaze nuclear attack, and is last seen jumping into a miles-deep pit to escape the explosion. Garibaldi, during a fight with Shadow vessels, goes missing.

　　In 2261, the Vorlons join the Shadow War, but their tactics become a concern for the alliance when the Vorlons begin destroying entire planets which they deem to have been "influenced" by the Shadows. Disturbed by this turn of events, Babylon 5 recruits several other powerful and ancient races (the First Ones) to their cause, against both the Shadows and the Vorlons. Captain John Sheridan returns to the station after escaping from Z'ha'dum, but at a price: barring illness or injury, he has only 20 years left to live. He is accompanied by a mysterious alien named Lorien who claims to be the oldest sentient being in the galaxy.　　Hours before Sheridan's return, Garibaldi is rescued and returned to the station, in rather dubious circumstances. He is markedly more paranoid and suspicious of other alien races and of Sheridan than he was before.　　Centauri Emperor Cartagia forges a relationship with the Shadows. Londo Mollari engineers the assassination of Cartagia and repudiates his agreement with the Shadows. Londo kills Mr. Morden and destroys the Shadow vessels based on the Centauri homeworld, in an attempt to save his planet from destruction by the Vorlons. Aided by the other ancient races, and several younger ones, Sheridan lures both the Vorlons and the Shadows into an immense battle, during which the Vorlons and Shadows reveal that they have been left as guardians of the younger races, but due to philosophical differences, ended up using them as pawns in their endless wars throughout the ages. The younger races reject their continued interference, and the Vorlons and Shadows, along with the remaining First Ones, agree to depart the galaxy forever.　　After the Shadows are defeated Garibaldi leaves his post as security chief and works on his own as a "provider of information". He begins working for one William Edgars, a Mars Tycoon, who is married to Garibaldi's former love. While he works ever closer with Edgars, he becomes increasingly aggressive towards Sheridan and eventually leaves Babylon 5.　　Minbar is gripped by a brief civil war between the Warrior and Religious castes. Delenn secretly meets with Neroon of the Warrior caste and convinces him that neither side can be allowed to win. She tells him that she will undergo a ritual wherein she will be willing to sacrifice herself, but will stop the ritual before she actually dies. When Neroon sees that she actually intends to go through the entire ritual, he rescues her and sacrifices himself instead, declaring that, although he was born Warrior, in his heart he is Religious.　　As part of the ongoing conflict between Earth and Babylon 5, Garibaldi eventually betrays Sheridan and arranges his capture in order to gain Edgars' trust and learn his plans. Garibaldi later learns that Edgars created a virus that is dangerous to only telepaths. It is then revealed, that Garibaldi was actually abducted by the Psi-Corps at the end of Season 3 and re-programmed by Bester to provide information to him at the right time. Bester releases Garibaldi of his programming, and allows him to remember everything he has done since being kidnapped. Edgars is killed and his wife disappears, but is reunited with Garibaldi after the end of the war. Garibaldi helps free Sheridan and return him to the campaign to free Earth. An alliance led by Babylon 5 frees Earth from totalitarian rule by President Clark in a short but bloody war. This culminates in Clark's suicide and the restoration of democratic government. Mars is granted full independence, and Sheridan agrees to resign his commission. The League of Non-Aligned Worlds is dissolved and reformed into the Interstellar Alliance, with Sheridan elected as its first President and continuing his command of the Rangers, who are to act as a galactic equivalent of United Nations peacekeepers.　　In the season finale, the events of 100, 500, 1000, and one million years into the future are shown, depicting Babylon 5's lasting influence throughout history. Amongst the events shown are the political aftermath of the 2261 civil war, a subsequent nuclear war on Earth involving a new totalitarian government in the year AD 2762, the resulting fall of Earth into a pre-industrial society, the loss and restoration of humanity's knowledge of space travel, and the final evolution of mankind into energy beings similar to the Vorlons, after which Earth's sun goes nova.

希尔维娅（Penélope Cruz 佩内洛普•克鲁兹 饰）是西班牙某小镇上参逊内裤厂的缝纫女工，她与厂主的儿子乔西相恋，并怀有对方的孩子。优柔寡断的乔西发誓迎娶希尔维娅，却遭到母亲的强烈反对。为了拆散两人，乔西的母亲雇佣健美的内裤模特卢去勾引希尔维娅，与此同时自己也臣服于卢年轻健硕的雄性魅力之下。隐约感到女友移情别恋的乔西伤心非常，继而从希尔维娅的母亲那里得到慰籍。

前一部的主人公Jay、Neil、Simon与Will再次相聚，前往澳大利亚度假。

　　When a demanding lover inspires her to write, an idle woman must fake the relationship in order to complete her new book.

　　高塔姆（赛尔夫·阿里·汗 Saif Ali Khan 饰）是夜夜流连于欢场之中的花花公子，他的女友维罗妮卡（迪皮卡·帕度柯妮 Deepika Padukone 饰）和他差不多，也是夜店里集万众瞩目于一身的夜场女王。高塔姆的母亲希望儿子能够找一个贤惠又温婉的典型印度女孩结婚，这样后者可以帮他料理家事免除后患，很显然，维罗妮卡并不符合准岳母的要求。　　米拉（戴安娜·彭蒂 Diana Penty 饰）是维罗妮卡最好的朋友，为了安抚母亲急躁的情绪，高塔姆将米拉带回了家，谎称她是自己的正牌女友。内向又温柔的米拉深得高塔姆母亲的青睐，随着时间的推移，高塔姆竟然也对她产生了好感。

英俊潇洒的托马斯（Daniel Giménez Cacho 饰）是个风流倜傥的女性杀手，他终日游走花丛中，与之发生关系的女性不计其数。年轻的护士希尔维亚（Dobrina Liubomirova 饰）便是这众多女性中的一员，她反感托马斯的处世态度，决心戏耍他一番。希尔维亚在托马斯的体检报告中小动手脚，使其体检呈阳性。得知自己罹患艾滋病的托马斯无比绝望，他决定以自杀结束多姿多彩却短暂的一生。偶然机会，他邂逅了因丈夫外遇而同样想自杀的克拉莉萨（Claudia Ramírez 饰）……

但丁与女友爱丽丝的关系很好，但与时间的关系却很糟糕：他被日常生活中的许多承诺所吸引，总是迟到，并觉得他的生活过得太快了。这也发生在他四十岁的第一天，但丁在他的生日聚会上迟到了几个小时。据他说，解决方案似乎就在手边……

讲述一个关于小飞侠彼得·潘（亚历山大·莫洛尼 Alexander Molony 饰）同温蒂（艾尔·安德森 Ever Anderson 饰）友情故事，揭开胡克船长（裘德·洛 Jude Law 饰）鲜为人知的往事。