Warning, gentle reader: Spoilers ahead for Bridgerton season three, as well as plot points from the novels.

After two seasons of Regency-era will they, won’t they, Bridgerton season three finally turns its gaze toward the Ton’s wallflowers—Colin and Penelope, played by Luke Newton and Nicola Coughlan. Just like the show’s two previous seasons, the third installment of the Netflix series is based on a Julia Quinn novel, Romancing Mister Bridgerton, which was originally published in 2002.

Showrunner Jess Brownell previously told Vanity Fair that she isn’t beholden to the books, using them as a creative guide rather than gospel. “My approach is to adapt the emotional spirit of the book, and then also some of the key moments,” she says. “Because TV is a different medium, we have to fill in the plot a bit more and create more turns and twists.”

That also means creating compelling storylines for the supporting characters in Bridgerton’s sprawling ensemble cast. This season, the Featherington sisters (Harriet Cains, Bessie Carter) hilariously compete to create a male heir, the Mondriches (Martins Imhangbe, Emma Naomi) get an education on society life after their son comes into a prized inheritance, and even resident mean girl Cressida Cowper (Jessica Madsen) inches her way towards a redemption arc—all side plots invented by the show’s writers.

But rest assured, several beloved moments from the books have also made the journey to the screen. “There are certain moments from the book—like the carriage moment, like the allusion to this mirror moment in the book…. Those were moments that we felt were really important to keep,” Brownell says.

Ahead, take a look at the most distinct changes from page to stage on Bridgerton this season, including intriguing new love interests and a surprising party of three.

In both the book and series, Colin proposes to Penelope after their racy carriage ride. But the circumstances surrounding the betrothals differ. In the novel, Colin is pressured after being physically intimate with Penelope. “I can assure you that I do not behave as I did with a woman of your background without rendering a marriage proposal,” he tells her. But the series has Colin declaring that he proposed purely out of love for Penelope, and that his feelings for her “are not a thunderbolt from the sky,” as he tells his brothers, directly quoting the novel. Book Colin comes to terms with his true emotions when he realizes that he still wants to marry Penelope even though she plans to continue publishing Whistledown.

The Netflix series has omitted Felicity Featherington, Penelope’s younger sister, meaning there is no awkward post-engagement confusion from Portia (Polly Walker) about which of her daughters Colin wants to marry. But otherwise, the Featherington family gets an expanded arc in the series. In addition to the comedic race to produce an heir, Portia opens up to Penelope about the reasons for her often unsavory parenting tactics. “I chose a match for security and he could not even provide that,” Portia tells Penelope of the late Lord Featherington. “But he gave me you girls, and my greatest wish has always been for you three to do better than I did. And you have.”

Mending generational trauma in the lead-up to Colin and Penelope’s wedding was important to Brownell. “Penelope is the way she is, in many ways, because of Portia and because of her family,” she tells VF. “Sure, some of that is negative, but I am a real Portia Featherington apologist. She loves her children just as much as Violet loves her children. She just hasn’t had the same amount of luck. She had a worse financial situation, she had a worse marriage. Most likely, she didn’t have the love of a parent the way that Violet had with her father. So if Violet were in a similar position to Portia Featherington, she might’ve sold a fake gem mine too. All Portia’s trying to do at the end of the day is protect her girls. And so it was important to me to see that redemption, and to see Penelope embracing her true self [and] embracing her Featherington-ness at the same time.”

On the show, Colin and Penelope’s first sexual encounter happens in front of a mirror. This is inspired by an oft-referenced line in the book, where he alludes to one day wanting to “do it in front of a mirror.”

“Because of the way the fans have attached to that really sexy line in the book about the mirror, we decided to use mirrors across the season,” Brownell tells VF. “In Penelope’s arc, it’s one of the first times she’s allowing herself to really be seen in a vulnerable way. The mirror also functions in the postcoital moment as a reminder that she hasn’t shown everything to Colin yet. So as she’s contemplating whether to tell him about Whistledown, I think the mirror shines a light for her.”

The novel has Colin and Penelope sleep together for the first time in a mirror-less bedroom. It’s a bit later into their courtship: post–engagement ball, but scandalously still prior to their wedding day. It is during the consummation of their relationship that Penelope first tells Colin, “I’ve loved you for years,” a confession she doesn’t make onscreen until later.

By the time Colin and Penelope share their carriage ride in the book, he has already learned that she is Lady Whistledown. In the series, Colin discovers Penelope’s secret under similar circumstances—following her carriage to a seedy part of town, where he witnesses some of her shadier dealings—but the reveal happens post-engagement. “After Colin took so long to figure out his feelings for Penelope, we wanted to live in the love bubble between Colin and Pen a little bit longer before the Whistledown secret came out,” Brownell says of the switch. “And it also amps up the tension for him to find out when he does, because Pen has now held it from him much longer than she should have.”

The show also tweaks how Penelope’s Whistledown identity is revealed to the rest of the Ton. In both the book and show, upon learning her secret, Cressida blackmails Penelope about Whistledown, adding pressure to the eventual confession. The book has Colin take matters into his own hands, devising a plan to unmask Penelope at his sister Daphne’s ball without alerting his wife beforehand. But the show places the power back in the hands of Penelope, who shares her own secret—first via letters to the queen and her mother-in-law, then at the Featherington sisters’ butterfly ball. The Ton reacts rather respectfully to Penelope-as-Whistledown in both the book and series—at least for now. As Quinn writes, “Tomorrow they might remember to be angry with her, to feel irritated at having been fooled for so many years, but tonight…Tonight all they could do was admire and cheer.”

The three-way turn that Benedict’s (Luke Thompson) romance with Lady Tilley Arnold (Hannah New) takes won’t be found in the pages of any Bridgerton book. But the arrival of Paul, a friend of Tilley’s who also enjoys the company of other men, opens Benedict to the possibilities of his own sexuality. “I suppose I have love to give in abundance. Love for a good party, especially a party of three,” the second eldest Bridgerton tells the pair after their first shared sexual experience.

The actor playing Benedict relished the opportunity to expand his characters’ horizons. “The way Benedict seems to explore his sexuality is very angst-free, as in there just seems to be a genuine curiosity,” Thompson tells Vanity Fair. “And that’s quite refreshing to see portrayed, because I think a lot of discussions around sexuality—particularly male sexuality—can end up feeling quite rigid. It’s all quite labeled and becomes about a real sense of identity and where you stand and where you sit. So to have a character actually explore that in a very curious way, that’s really exciting to show onscreen.”

This season’s showrunner says “many of us in the writers’ room have long felt that Benedict is queer, as I think the audience has felt as well.” Brownell continues, “He’s someone this season who is figuring out what it means to make his own rules because he doesn’t quite fit in society, but he doesn’t quite know where he belongs. So seeing him embrace his queerness is thematically also about him figuring out how to flout the rules and define himself the way he wants to. And it’s something that we’ll continue to explore going forward.”

For a novel built on the romance between Colin and Penelope, the book strangely skips over their eventual wedding. The series devotes a large swath of the seventh episode to righting this wrong—complete with a walk down the aisle to Coldplay’s “Yellow,” a first dance to Taylor Swift’s “You Belong With Me,” and an impromptu interrogation from the queen about Whistledown’s identity.

Balancing the anxieties and excitement of Colin and Penelope’s union was key, says Brownell. “It is a complicated moment, but something I really love about this particular conflict is that it’s not black-and-white for Colin,” she explains. “He loves Penelope. He even deep down, I think, respects her for being Lady Whistledown. And something that’s so beautiful about the book is that in fact, he’s just a little bit jealous. So I felt like it allowed us to still play the wedding with a certain amount of warmth and love. Ultimately, it’s not the thing that’s going to end their relationship, it just is a complication.”

Until now, Francesca, the subdued middle Bridgerton sibling, often felt like the forgotten family member. Relegated to the sidelines in both the show and novels, the arrival of new actor Hannah Dodd (the previous Francesca, Ruby Locke, departed the series for a leading role on Netflix’s Lockwood & Co.) has signaled a step into the spotlight for her. “Francesca was a really exciting character to write this year because she doesn’t appear much in seasons one and two,” Brownell told VF. “I felt like I got to do a little bit more invention with her, of course, guided by [author] Julia Quinn.”

The major difference is that fans get to see the courtship between Francesca and John, Earl of Kilmartin (played by Victor Alli) play out onscreen. In the novels, their romance mainly takes place off the page between Benedict’s book, An Offer From a Gentleman, and Colin’s, Romancing Mister Bridgerton. Readers of the latter, then, already know the sad outcome of Francesca and John’s love story. In that book, we learn that she was widowed only two years into their marriage. “She now divided her time between her late husband’s family in Scotland and her own in London,” mainly avoiding the Bridgerton’s family home in the process, Quinn writes. “Penelope didn’t blame her. If she were a widow, she’d want to enjoy all of her independence, too.”

The season’s most gasp-worthy book-to-series change comes when Francesca meets her husband John’s cousin Michaela Stirling (Masali Baduza)—a notable change from the book character of Michael Stirling. In the books, Francesca falls for Michael after John’s death. On the show, Francesca is visibly flustered upon locking eyes with Michaela—a visible departure from her sweet, but rather subdued reaction to John.

“The first time I read When He Was Wicked, which is Francesca’s book, I really related to it as a queer woman,” Brownell tells Vanity Fair. “Her story is in some ways about feeling different, and in Julia Quinn’s book, it really has more to do with her being introverted. But for many of us in the queer community, that sense of feeling different from a young age is part of our stories. So I felt like there was already thematic richness in her book to mine for her story. In telling a queer Bridgerton story, I didn’t want to just drop a queer character in to check a box. I want to tell a story about the queer experience and let there be a richness to her story. And it feels like we’re able to do that with Francesca.”

When asked about potential backlash to making multiple Bridgerton siblings queer, Brownell said: “I understand that people are very attached to the way the books are. The books will always be there, and those stories are unchanged. So while book fans will always have their Michael, it felt like queer fans didn’t have anyone in either the books or in the series who was really featured to relate to. I would encourage people to channel some empathy for people who have not gotten to see themselves represented inside this world, which is so inclusive in other ways. That is a really, really important message to send to people: that they deserve to be included and represented as well.”

Each Bridgerton book and season ends with a time-jumping epilogue—but the outcome for Colin and Penelope varies in each version. This season finale has Colin and Penelope win the Featherington heir race with the birth of their first son—a change from the books, in which the couple welcomes a daughter they name after Lady Agatha Danbury (Adjoa Andoh). On the show, Colin also releases a book titled Traveling With Myself, while Penelope publishes the first edition of her column without the Whistledown nom de plume. In the novel, these literary projects come with different names (his is titled An Englishman in Italy and hers is a novel aptly named The Wallflower). Plus, the book’s second epilogue centers on Eloise’s wedding, a point which the show has not reached—at least not yet, anyway.

The first major departure from the book to series occurred before production had even begun. Instead of focusing on second son Benedict’s love story, as explored in the third Bridgerton novel, An Offer From a Gentleman, the show skips ahead to Colin and Penelope’s romance, which is the focus of Quinn’s fourth book. “The decision to switch to Colin and Penelope was made between myself and Shonda,” Brownell previously told VF (that would be Shonda Rhimes, Bridgerton cocreator). “Season two hadn’t wrapped yet, so there was still time to influence the ending of season two to set it up properly for season three. And we both just felt strongly that…we know these characters really well. We’ve watched this dynamic where Colin doesn’t quite get it that Penelope likes him, and we felt like we didn’t want that to grow stale.”

This shift has skewed a few time markers from the book—namely, Kate (Simone Ashley) and Anthony (Jonathan Bailey) do not yet have two children, and Colin and Penelope are ages 20 and 22, as opposed to 28 and 33, respectively.

In both the book and series, Penelope ditches her sour citrus wardrobe and tight poodle curls for a new look—one that feels less like her oppressive Featherington family and more like herself. But the novel frustratingly incorporates weight loss into Penelope’s glow-up. Quinn writes that Penelope could “now call herself ‘pleasantly rounded’ rather than ‘a hideous pudge.’” Remarks like that one are mercifully cut from the show. “We think that Penelope is beautiful, and I don’t think it’s really a part of her story,” Brownell told Variety.

In fact, the entire season is less about Colin discovering Penelope’s outer beauty than confronting the inner affection he’s always held for her as a person. Colin, too, returns to the Ton from his travels looking “sturdier,” as his brother Benedict notes. “We start with the surface-level makeover—both of them have new looks in episode one,” says Brownell. “That’s the first and easiest strategy, but it’s a strategy that fails. A makeover only gets you so far if you haven’t done the internal work.”

“She wanted to be beautiful, even if it was only in one man’s eyes,” Quinn writes of Penelope in Romancing Mister Bridgerton. But in the Netflix series, Penelope’s new look draws notice from multiple suitors—most notably, an entirely new character named Lord Debling (Sam Phillips). “Creating a true romantic rival was really the goal,” Brownell told VF of Colin’s competition. “I think that some people are going to be shipping Debling and Penelope.”

Like Penelope, Debling proves to be an exceptional presence in the Ton, largely thanks to his vegetarian eating habits and so-called fixation with the wilderness. He “has great ambitions and is incredibly sensitive and thoughtful, and doesn’t really care what the Ton thinks about him, even though he’s a little bit outside of the norms,” says Brownell. “And that’s really where Penelope needs to get to—to care less about what other people think of her. So it felt like a nice foil to Colin. There’s a world where he would’ve been great for her, if she hadn’t been in love with the same guy since she was a kid.”

“It feels like everyone this season has just been hit with a love stick,” Newton has said of the third season. And it’s true that many of the show’s characters are getting swept up in relationships that don’t exist in the books. While he awaits the genuine article, Benedict flirts with a whip-smart widow named Lady Tilley Arnold. Meanwhile, matriarch Violet Bridgerton (Ruth Gemmell) lobs a few longing glances toward Marcus Anderson (Daniel Francis), the so-called “rakish” brother of her best friend, Lady Agatha Danbury. “Grown-ups need kisses too,” Brownell told VF, “and it felt like the right time for Violet to open up.”

One of the biggest differences between the novel and series is that Eloise (Claudia Jessie) already knows that her former best friend Penelope is, in fact, Lady Whistledown. In the book, no one—not even the reader–has yet learned this bit of information. At one point, Colin is even convinced that Eloise may be the column’s culprit—a prediction he does not make in the series.

One particularly eye-raising development that didn’t originate in the books is the surprising new alliance between Eloise and Cressida. With Eloise and Penelope on the outs, their once shared sworn enemy has cozied up to Penelope’s former best friend. In Romancing Mister Bridgerton, no such rift has occurred because Eloise doesn’t know that Penelope is the gossipy Lady Whistledown. Meanwhile, Cressida is newly widowed after marrying the elderly Horace Twombley, whose measly fortune emboldens her to make some desperate financial moves later in the novel.

Bridgerton’s showrunner saw this unlikely bond as an “opportunity to get to know Cressida a little bit more,” she told VF. “I love a mean-girl character, but even more, I love understanding why a mean girl is a mean girl. Because mean girls are not born, they’re made. You have Cressida, who has been this queen bee all along—but three years in without a husband, I think there’s some room for reflection with her.”

In the books, Colin’s friend-to-lover feelings for Penelope are developed internally. But in order to show his shifting sentiments onscreen, the series has devised a plot in which Colin, giving fresh-from-studying-abroad energy, offers Penelope lessons in finding a husband. Through this shocking arrangement (the audacity of an eligible bachelor helping a hopeless spinster!) Colin awakens to Penelope’s allure. The lessons also help to set the stage for two major moments ripped from the books: Colin and Penelope’s first kiss, and the hand-cutting scene in which she tends to his wound while sensually invading his personal space.

Those both go down similarly across book and series, with a few key changes. In the novel, after Penelope bandages Colin’s hand, they get into an argument about who has it worse in life. “Next time you want to complain about the trials and tribulations of universal adoration, try being an on-the-shelf spinster for a day,” she declares—a withering line that doesn’t make it into the series. As for the couple’s first kiss, in the book, Colin shows up to Penelope’s place to share his theory that Eloise is Lady Whistledown, and why—even if untrue—the accusation itself is damning. “Suppose I told everyone that I had seduced you,” Colin tells Penelope, playing with fire. “You would be ruined forever. It wouldn’t matter that we had never even kissed.” Only moments later, the friends cross that very barrier, changing things between them forever.

Fear not, gentle readers: The steamy contours of Colin and Penelope’s carriage ride tryst remain in the series. But the circumstances surrounding their sexiest moment are markedly different. In the book, Colin enters the carriage and eventually proposes to Penelope, knowing full well that she’s Lady Whistledown. He’s alarmed that she’s kept such a sizable part of her life a secret and sacrificed her safety in doing so, but it doesn’t deter him from popping the question. In the series, no such reveal has been made at this point. Instead of Colin feeling angry at Penelope for deceiving him as Whistledown, in the show it is Penelope who is irritated at Colin for ruining her prospective engagement to Lord Debling.

Either way, they come to the same tradition-bucking conclusion: They’d rather confess their feelings for one another and get busy in a moving carriage than hold a grudge. As Penelope ruminates in the novel: “She had been born for this man, and she’d spent so many years trying to accept the fact that he had been born for someone else. To be proven wrong was the most exquisite pleasure imaginable.” When the carriage transporting them home from a ball comes to an abrupt halt, it is Colin—not Penelope—who utters the frustrated line: “Can’t we just ask the driver to keep going?” Shortly thereafter, Colin proposes, just as he does in the book. This time, though, he does so without knowing one very important piece of information about his bride-to-be—ensuring that viewers had plenty of dramatic tension to savor in the final four episodes.