The team dynamics are tested first in a 10-mile bike race where Chastity Bono has to take on Gunnar Nelson once again, and Tempestt Bledsoe can't dog it. Child star Countess Vaughn reveals she has never ridden a bike in her life... but once she gets on, she gets serious too. During the race, Biz gets an asthma attack and has to get treatment, but then makes a surprise comeback to the track where his final lap secures the prize for his team.
Then, the moment of truth. At the Weigh In Ceremony, ANT informs the teams that the time has come to vote a member off to join the other team. The votes are cast, and two of the more controversial celebrities are traded off to the other teams. Everyone said it wasn't personal, just about the weight loss numbers, but the expressions on their faces certainly indicated otherwise... and some rivalries were opened bare!
With the new teams in place, Countess is the first to weigh in. After spending time soul searching with Dr. Linda at a spa, seeing a dietician and working out with a trainer, she begins to see results again, losing weight for the first time in almost two months.
Gunnar once again exceeds his weight loss target, and asks Harvey to put him through a Marine Corps boot camp. But when Harvey pulls out the clippers to give Gunnar a hair cut like the rest of his recruits, Gunnar begins having second thoughts.
Biz and Chas both keep the weight loss going by keeping up the exercise in a violent fashion, and it pays off on the scale. Biz begins training in a boxing gym and has a sparring match with his first opponent. a 17-year old girl with the moniker of "Ninja." Meanwhile, Chastity keeps up with the Ninjitsu training she started with the support of her girlfriend, Jennifer.
Bruce, however hits a plateau, losing no weight this time. He decides to see the bright side, however, hoping that he will get a spa day like Countess did when she lost no weight.
With the individuals all weighed in, ANT invites them all to the giant scales for the team weigh-in.... and the results signal that a new race is on.