Mercedes gets a good look at Byron's new woman as she heads towards the restroom. Byron doesn't notice her walk by at all, but the actress fixes a mean & predatory gaze on Mercedes as she goes past, making Mercedes avert her eyes. She's glad she has no romantic interest in Byron, that she doesn't have to face this strange woman in competition. Mercedes doesn't like to admit it to herself, but this new woman would win, easily, she is everything Mercedes strives everyday to be, the Queen Mother of bitchiness.

After lunch they do some shopping.

And then they head up to the bar for a drink. Monica must be feeling bitchy, because she starts teasing Mercedes about her magazine being a joke, a sham. The worst part is Mercedes can't defend her magazine at all: she hasn't even thought about putting out her first issue yet, she's been too busy with planning her charity event. Her morning pills have worn off & the afternoon drinks haven't yet kicked in, Mercedes is vulnerable to the criticism, she starts feeling low, like it is her whole life, not just her magazine, that is the hollow sham.

After a few drinks, she leaves the bar determined to really make something real of her magazine. She thinks about her magazine as she drives to her office, tries to picture it, tries to 'read' it, but nothing comes. All she can think about is her charity event, the invite list, the catering..when she arrives, she tells Eleanor she wants the cover story of her first issue to be about her art for charity event. And then her little college intern does something amazing, shows her a whole review section for her magazine she set up right on her computer. That's a big piece of her first issue right there....getting this girl was a dream & she comes so cheap, too. Then she gets hit with a whammy: Eleanor tells her she lost her parents funding & won't be going to college anymore. Which means she can't be her intern anymore: she needs a real job now. "If you want to hire me full time, I'd love to stay on, I think the magazine has a great future & I would love to be a part of it, but if you aren't interested, I need to move on," Eleanor says, exactly what Merecedes would say if she were in her shoes.

In fact, Mercedes can remember wearing very similar shoes once, when she was young & dependent on her parents' wealth. She questions Eleanor about the details: the parents disapproved of her boyfriend, and she chose to stay & be penniless rather than leave L.A. & leave him. "My father detested Bill, back when. Bill was nobody then, but I knew he had 'it', that he'd climb his way to the top," Mercedes confides, the afternoon drinking making her drop her guard, just a little, "Thank God they didn't cut me off over it, though they threatened several times. But surely you have a trust fund, they can't completely cut you off?" Mercedes can't help but wonder what sort of man Eleanor found for herself, that she would defy her parents over. The girl admits to having a trust fund in waiting for her, when she turns 25, as she suspected would be the case.

Mercedes looks Eleanor over while she weighs her options: the girl's parents are wealthy & influential, the mother is really old money, and doing anything to cross her wouldn't be generally a good idea. But then she is on the other side of the country & not part of the pool of power & influence that Mercedes swims in, while Eleanor could very well be as powerful & influential as her mother one day, but here in Mercedes' pool. To aid her in her time of need could always pay back later, and to not help her out while she was down could be fatal when the girl comes into her own. And she's already put together half her magazine: Mercedes cannot start over again with a new intern, when all she has to do is hire this one & be done with it. It's just, after all, money. She offers Eleanor a salary & gives her the job of writing the article about her charity event: the girl offers to do that plus some more gallery reviews. Mercedes will show Monica, her magazine is no sham.

NEXT