Ten chefs have been sent to pack their knives, and six chefs remain. When they arrive at the Kenmore Pro Kitchen they are introduced to their Guest Judge for this round, Mike Yakura. He is the Executive Chef at the restaurants Sutra and Aura in San Francisco, and was the Guest Judge for the Season One episode "Blind Confusion". Padma says that this round is about vision and execution. Their QuickFire Challenge is billed as the "Kraft Gourmet Snack Challenge", since they are to use one or more of the following products: Kraft mayo, Kraft Zesty Italian dressing, and Kraft BBQ sauce. They are to create a tasty snack using the Kraft condiment and anything else they find in the Top Chef Pantry.
The chefs get to work, and Ilan decides to take a shot a Marcel by attempting to foam the Zesty Italian dressing for his dish. When the time is up Mike Yakura tries Marcel's offering first. He has made a lamb kebab with curried Kraft mayo, endives, and tomatoes. Mike expresses his enjoyment of Marcel's dish and moves on to Cliff, who prepared a steak tartare with Kraft mayo, cornichons, and plums, which Chef Yakura also likes. Then it is Sam's turn, and his dish is a Southern Kraft sandwich with tempura shrimp, peaches pickled in the Zesty Italian dressing, and BBQ aoli, utilizing all three Kraft products to make a harmonious whole. Michael created a brie and crab quesadilla with chipotle and mayo salad. Unfortunately Mike Yakura doesn't like the combination of seafood and cheese, and is disappointed that the mayo is just plopped on top of the salad as is. Elia is up next, and she elected to do a sweet snack, melding a fig raisin toast with yogurt, honey, almonds, grapes, and BBQ sauce. Mike considers the BBQ to have complimented the almonds nicely. He then samples the final chef's creation. He finds Ilan's smoked salmon Napoleon too dry, since the Zesty Italian dressing that he attempted to foam didn't work the way he planned. When asked, Mike says that Michael and Ilan were his least favorite, but he liked all of the rest. He is asked to name the top two, and he chooses Sam and Marcel.
Then the chefs are briefed on the Elimination Challenge. They will be dividing into two teams, and as the winners of the QuickFire Challenge Sam and Marcel are allowed to pick their teammates. Marcel selects Elia and Cliff, and Sam picks Ilan and Mike. Their task is to take an empty space and create their own restaurant capable of serving up to twenty-four patrons and the Judges. They are told to brainstorm while driving to the space, and they will be given half an hour to look the place over. After that they will have a meeting with a designer, who will create the decor to their specifications within a budget of $700. The next day they will shop for their supplies and then have four hours to prep before they open their restaurant for service.
When they get to the restaurant space they find that it is raw and unpainted in the front of the house but completely ready as far as the kitchen's facilities. The teams meet with their designers. Sam's team goes with an Italian theme, and at first Marcel's team plans to do a Mediterranean restaurant, but they later change their concept to doing an upscale diner.
The next day they go shopping. Each team sends one person to Charlie's Fixtures Inc., where they have one hour and $500 to buy all the plates, platters, glasses, and other items for their restaurants. Mike goes for the Italian team, and Cliff for the Diner's. The other chefs go to the Wild Oats Market to purchase all the food they will need, and they also have an hour and a budget of $500. While shopping Sam and Ilan realize that they won't have enough money to get everything that they planned to buy, so they decide not to serve wine, and tell Mike he no longer needs to get wine glasses.
The chefs assemble at the restaurants where they are given four hours to prepare their food and set up the front of the house. Cliff works with his team's designer Christine to get their space ready, while Mike works with Marla. The others prep their food. Both teams are quite worried that their dining rooms won't be completed in time, but the time arrives and service begins.
Cliff and Ilan take over the table service for their teams, and each has a server assigned to them to help them with their guests. As people start coming in, more go to the Italian restaurant Lalalina, but eventually the MEC Diner has a dining room full of patrons as well. There are problems immediately in the Italian room, since there are no plates for the bread or any place to put olive pits. There are also a number of comments about the lack of wine in an Italian restaurant, but the appetizer meatball arrives and is quite good. Unfortunately, when the pasta course is served the customers don't particularly like it.
The judges go into the Diner first. They sit for quite a while without Cliff even greeting them, and they are only given their drinks after sitting for ten minutes. After eighteen minutes they finally get their appetizer chicken wing, but when they discover that it isn't fully cooked they wish that it had taken longer. The second course of tempura vegetables is quite enjoyable. Cliff's service problems continue, and when the udges get their burgers which had been sitting in the kitchen waiting to be delivered they are overdone. When the judges try their Oreo lemon pie they deem it totally forgetable.
The judges go to Lalalina and find the service better but they are stymied by the lack of wine and bread plates. They like the meatball, dislike the pasta and are unimpressed by the roasted pork loin with sofrito sauce. When they receive their dessert, watermelon gnocchi, they are repelled by the creamy bleu cheese sauce with the fruit. Gail is particularly nauseated by the combination.
At the Judges' Table the judges are quite brutal in their assessments of the chefs' performances. No one won the Challenge, so all that is left for them is to choose the loser, a difficult task after so many failures. They call in the Italian team, and ask who went shopping for the flatware. Michael says he did the shopping and got everything on his list except the wine glasses, since they decided they wouldn't be able to serve wine with their meal. Gail asks whose idea it was to skip the wine, but Tom refuses to be deflected from the flatware. He asks why there was no plate for their bread and olive pits, and asks if they had any money left. Michael admits that he still had over $100, but he insists that he got everything he was told to get. The judges then move on to Ilan, who they felt wasn't welcoming enough in the front of the house. Finally, they tell Sam that his dessert was a complete failure. The diner team then comes in for their turn on the hotseat. The judges ask who was responsible for the chicken, and after explaining that the sauce was created by Cliff, Marcel says that he prepared that dish. He is aghast when they say that his chicken was undercooked, but is relieved when he is told that his tempura vegetables were a hit. They go on to say that the burger didn't live up to its billing as "The Best Burger Ever", but wasn't terrible. They ask Cliff why he was in the front of the house, and he says he liked to take on that challenge. He is deeply criticized for ignoring the judges and providing slow, impersonal service.
The judges send them away to deliberate. Padma says that Cliff should go home because of his atrocious service. Ilan is given credit for doing some of the better cooking and also stretching himself in the unfamiliar role in the front of the house. Sam's dessert fiasco weighs heavily against him, as does the raw chicken for Marcel, though Marcel is redeemed by his vegetables. Elia is praised for creating the Diner concept and doing her best to fulfill it. Michael is knocked for contributing very little except his dogged list-following at the fixtures store.
All of the chefs are called back in, and Elia, Ilan, and Marcel are told that they are staying in the competition since they did a passable job. It comes down to Cliff's bad service, Sam's dessert, and Michael's refusal to be more than an extra set of hands for his team. In the end, they decide that it is Michael who will be packing his knives and leaving.