Young Roger "Raj" Thomas was an aspiring writer living in the Watts neighborhood of Los Angeles with his divorced mother and little sister. The family was working class with little money for luxuries but they were close and they were loving, which is really all that matters.

Raj was intelligent, polite and ambitious. His goal was to become a writer and he worked toward that aim with serious dedication. But like every teenage boy, he had a mischievous streak that was only made worse by hanging out with his two friends, Rerun and Dwayne.

Dwayne was a shy boy that usually ran into trouble with bullies or girls or bullying girls, often heard uttering his catchphrase, "Hey Hey Hey!" Rerun was overweight, jovial, a little dim and a bona fide dancing machine. His trademark ensemble always including a bright red beret and matching suspenders. Rerun (nicknamed so because every year he would have to "rerun" all his classes in summer school) drew a lot of razzing for his weight and dumb ideas but he was a talented dancer with unshakable confidence.

Raj, Rerun and Dwayne navigated the choppy waters of adolescence together, united against their nemesis: Raj's little sister, Dee. The young girl had a deadpan, caustic personality and quite the shrewd business mind. Dee loved money and her favorite way to get was by blackmailing Raj and his friends. Raj paid up to keep Dee from exposing his misbehavior or wacky schemes to their mother, Mabel. The matriarch of the house, Mabel was hard-working, no-nonsense and doting mother to Raj and Dee.

The third season took the trio of friends from high school to college, with Raj and Rerun sharing and apartment. The ratings had never been stellar and the network was trying to amp up interest in more adult plotlines. After years of friction between the three actors and the show's producers, the series was cancelled. But that was not the end: What's Happening!! achieved more fame and a wider fanbase through reruns than it had during its original airing. It became a staple of late afternoon/early evening syndication, spawning a sequel, What's Happening Now!!