Miranda discovers she was invited at Nick's, where all guests are asked with which movie star in the prime they would have loved to do it, to make a change with all those brainless models he keeps dating. The girlfriends see models as a living nightmare as those terribly demanded competitors actually walk around in Manhattan, giving them socially imposed inferiority complexes, except man-eater Sam. Carrie's friend poor painter Barkley, a serial "modelizer", treats models as things and secretly videotapes his sex with them; Sam sees him as a challenge for her as superior non-model, and even insists to be taped. Stanford introduces Carrie to his friend and best client, gorgeous underwear model Derek "The Bone", who actually asks to stay the night with her and is even more shy and lonely then