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 mortals who crave models, wanting to become a cop in his Iowa home town.