Maria Conchita, a former Miss Venezuela, announces that for the sin of vanity they must compete in the first annual Viva Hollywood Pageant where they must walk the runway and perform a talent. The loser will leave the show immediately. Fights ensue when Kalain chooses the same talent as another contestant, and one Jenn dances herself sick, literally. Pageant expert, Scott Grossman, is on hand to teach them to work the catwalk. But the pageant takes a twist when Mexico's "Ugly Betty," Angelica Vale announces that they are all getting "Ugly Makeovers" and must compete as hideous characters. Kalain is instantly eliminated for his poor job in the "Ugly Pageant", and Janet's unoriginal character places her in the duel. Meanwhile, annoyed with Vinci's arrogance, the contestants place Vinci in the duel but it is Janet that is sent packing.