Tensions run high when some of the models accuse another of abusing her power in the house. The guys and girls act as fashion correspondents in a challenge led by celebrity blogger Perez Hilton. Then, their acting skills are put to the test when they shoot a fragrance commercial with a role-reversing twist.

Scott gets tongue-tied during his interview with Sarah Silverman. The world's fastest talker goes for the record. Scott reveals his secrets to getting camera ready. Plus: Is Little Ladder's life in jeopardy? Special Guests: Adam DeVine and Joe Lo Truglio.

Sen. John McCain, Diablo Cody, Booker T. Jones with Mayer Hawthorne

The gang encounter Professor Oak who is studying Rotom and tries to catch one.

Extroyer's Henchmens steal a package from a science lab and then park their car in a place where they sell preowned cars by accident. The next morning Max and Kirby buy the car and Extroyer's Henchmens start searching for the car. Berto turns the car into a Turbo Car and Extroyer's Henchmens kidnap Sydney. Max follows them while the old man that was checking how well Max can drive fell asleep. Max and Steel get Ultra-Linked and then they enter Extroyer's secret hideout and then Extroyer knocks Max Steel out.

The first set of hopefuls audition in front of the judges in a closed room enviroment hoping to gain a place in the next phase of the competition where they will have to perform at Wembley Arena in front of a live audience. The auditions begin in Cardiff and first up is Luke Friend who manages to impress all the judges. In Mancheater, Alejandro Fernandez and Tom Mann manage to impress as well. J Star fails to impress though with his strange audition in London. Fil Henley fails to get throw after the judges aren't impressed by his rock star performance. Nicole manages to convince the judges to give him another chance though and this time he gets through. Some of the acts end up leaving Sharon in fits of laughter as they perform whilst others just fail to make the grade. After Silver Rock perform the judges decide the girls work better as solo artists and they decide to put through as indivduals. Siana Schofield, Rielle Carrington and Hannah Barrett all manage to impress. Euphoria Girls fail to impress Gary but the rest of the judges still decide to put them through. More acts fail to impress but Luke Britnell impresses all the judges with his performance as does Sam Bailey.

Lily is given an emotional case to deal with involving a teenage cancer patient in order to learn some empathy. Charlie looks at an act of heroism as a bus crash unravels a web of lies.