At Countess Vaughn's tearful weigh in, Fit Club learns that she is going through a painful divorce and that she can't focus on her diet and exercise plans. Bizarre is caught on tape binging on fattening foods while filming a new music video in his hometown of Detroit. Harvey asks Biz to prove his commitment to the show, but Biz feels that what Harvey is asking him to do is more of a mockery than a challenge.
At Fit Camp, Bruce Vilanch shows up wearing a heart monitor as uncertainty about his medical readiness leads him into more sophisticated tests on his heart. This week's challenge is a foot race. with a twist. The celebrities must race in giant inflatable wheels called Zurfs. Because Bruce has to sit out, Young MC reluctantly volunteers to run two legs of the race, and it proves to be his undoing when he collapses during his second lap -- out of sheer exhaustion.
At the Weigh In Ceremony, Gunnar Nelson tries to make a good impression with his new teammates by exceeding his weight loss target, but doesn't make friends when he tells the panel that he thinks the other celebrities aren't trying hard enough.
With Kelly LeBrock as the new team Captain, a new team name is needed and the team decides on changing the name from "Greased Lightning" to "Kelly's Bellies."
And Tempestt Bledsoe meets with a casting agent who talks to her about why she doesn't 'play the Hollywood game' and try to look more glamorous.
On the Giant Scale, Kelly's Bellies begins the struggle to catch up to Ebony Flame in the battle for the grand prize.