North Shore High School competes with Marymount Prep in the Mathletes State Championship. During the sudden death round, Cady is put up against Miss Caroline Krafft, who does not have a good sense of fashion. Cady realizes that making fun of Miss Krafft will not give her a better chance at winning or make her a better person; rather, she should focus on herself and rely on her own skills to win.
Derek questions whether he and his friends should be doing something more meaningful with their lives. He wonders if they should be helping people instead of being models. His friends suggest that models help people by teaching them about fashion.