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We find out that Betty has still not slept with Matt. She goes so far as to even put on lip gloss and attempts to stay in New York with Matt after their date, but ends up being shoved ina cab. Marc and Amanda give Betty a sexy makeover and she uses their apartment to attempt to seduce Matt, but again fails when he'd rather go see a movie and gives her the "it's not you, it's me" speech. When Matt tells Betty he has to work through lunch, she, Marc and Amanda go to spy on Matt and find him hugging another woman. Betty approaches and finds out it's actually his therapist and she invites Betty into the session. Betty finds out that Matt used to be a playboy and vowed to not have sex until he got to know a woman better and developed real feelings for her. Betty is scared off initally, but by the end of the episode Matt tells her she's like his first because she's the first girl he actually cares about. The episode ends with her running up to his apartment.
Hilda, meanwhie, is having her own problems with Archie, who keeps trying to put moves on her. Hilda in uninterested in him and finds his advances annoying. She goes to dinner with him and is about to break up with him when his ex, Felissa, shows up andmakes Hilda jealous. She takes Archie back to her place and sleeps with him. She admits she did it out of jealousy and tells him he needs to be a little more bad boy and get a tattoo on his butt and he runs off. Felissa then shows up to Hilda's and they end up fighting. Archie walks in and kind of likes having the two women fight over him. The two decide to try and make it work.
Wilhelmina hasn't been getting sleep as all she can think about is Conner, but tells Marc she needs a nighttime nanny so she can sleep. Marc hires her a beefcake, James (Lawrence Saint-Victor) to be her night time manny. Willy is initially angry at Marc, but in the end decides she should try and sleep with him to get over Conner. She attempts to seduce James but when he ends up singing the same lullaby that Conner did, she ends up crying in his arms. She still tries to sleep with him but he tells her that's not what she needs right now. She fires him. I <3 you Willy.
In boring land, Molly is still try to live the rest of her life to the fullest and wants to do a poetry slam. When Betty sees the poem that Molly writes, she tells Daniel that it's his and Molly's sex life. Daniel initially tells Molly she can't read that poem that it's too personal to read in front of co-workers he invited. When Betty convinces Daniel that Molly is sick and that he's been parading his sex life around Mode for years anyways, Daniel tells Molly he wants her to read it.
Ignacio and Justin disappear early on in the episode to go for a camping trip with Elena, but before they go and at the end Ignacio constantly keeps walking in his daughters with their respect guys.