The ten young women are judged based on their ability to tap into their emotions when they do a scene from the WB's hit drama ""Smallville"" opposite actor Adam LaVorgna, at the famous Bronson Caves in Griffith Park. After critiquing their screen tests, the judges elimenate two actresses.

The eight remaining aspiring actresses are put through a passion and seduction training session to prepare for a love scene. After rehearsing with guys, the girls learn that they actually have to perform the lesbian scene from ""Fastlane"" which originally starred Jaime Pressly and Tiffani Thiessen. Even after Jaime Pressly arrives and gives the girls a pep talk, they are still nervous and one girl comes close to quitting. After critiquing their screen tests, the panel of judges eliminate two actresses.

The six remaining aspiring actresses are given commercial training and compete for the chance to star in a website advertisement for Garnier Fructis Style Surf Hair. One lucky girl is also awarded the opportunity to attend the ""Ocean's Twelve"" premiere and walk the red carpet with soap star Matt Cedeno. After critiquing the commercial screen tests, the panel of judges eliminate one more actress.

The five remaining aspiring actresses are put through dramatic training and are surprised when one of the judges, observe the actresses' screen tests of a scene from ""A Cinderella Story,"" opposite actor David Gallagher. One actress is eliminated.

The four remaining aspiring actresses' comedy skills are tested when they are asked to perform a scene from ""Friends"" at the famous Hollywood comedy club, The Comedy Store, in front of a live audience. The panel of judges surprise the women by showing up at the club to watch their performances, critique them and eliminate one more actress.