Chuck (Ed Westwick) finds himself once again at odds with his uncle, Jack Bass (guest star Desmond Harrington). Eleanor (Margaret Colin) puts Blair (Leighton Meester) in charge of making sure her latest fashion show is a huge success with an important client. Rufus (Matthew Settle) attempts to get Jenny (Taylor Momsen) back on track by volunteering to have her help with Eleanor's fashion show, but the opportunity takes a big turn for the worse when Jenny learns that Agnes (guest star Agnes Holland) will be one of the models. Blake Lively, Penn Badgley, Chace Crawford, Jessica Szohr and Kelly Rutherford also star. Joe Lazarov directed the episode written by Jake Coburn.