Jenny (Taylor Momsen) befriends a young model, Agnes (guest star Willa Holland), who encourages Jenny to not only explore her wild side, but also confront her boss, Eleanor Waldorf (guest star Margaret Colin), who is attempting to "borrow" Jennys designs. Serena (Blake Lively) and Dan (Penn Badgley) agree to attend an art opening at Rufus' (Matthew Settle) gallery as friends, but the outing gets a little uncomfortable after Serena meets an artist, Aaron Rose (guest star John Patrick Amedori), and realizes they have an instant chemistry. Blair (Leighton Meester) attempts to seduce Chuck (Ed Westwick), but it proves tougher than she ever imagined.