Ramona worries that Bethenny doesn't have any real friends, and says that she will inevitably ruin her relationship with Jason.

Bethenny recaps the bridge walk for Simon and Alex.

Bethenny recovers well after taking a brutal ride on the "Ramonacoaster."

Kelly interviews strangers for a magazine feature on street fashion.

LuAnn visits Use Your Head to plan a charity cocktail paper with philanthropist and friend Henry Buhl.

Henry Buhl tells the Countess that she's looking fabulous!

Jill sneaks into the guest room, where she's invited LuAnn to stay until she finds a new apartment in the city.

LuAnn and Jill discuss the details of the charity cocktail party, and discuss Kelly's wavering alliance.

Ginger gives her input...

Bethenny confides in Alex about her father's illness.

Alex suggests that Bethenny visit her ailing father to make amends before it's too late.

Bethenny, Ramona, Kelly, and Alex select models to participate in Brooklyn Fashion Week(end) festivities.

LuAnn has a looong list of demands when it comes to finding the perfect Manhattan apartment.

Jill stops by at Alex's to smooth things over after their awkward confrontation at Jill's Saks event.

Alex urges Jill to reach out to Bethenny.

Bethenny returns to the city after visiting her father, and heads to Ramona's to face Jill.

Ramona tells Bethenny to be calm.

Despite her best efforts, Ramona isn't able to facilitate a reconciliation between Jill and Bethenny.

Jill listens to Bethenny's apology, but is taken aback by the surprise visit.

LuAnn and Ramona stand by as Jill and Bethenny hash out their conflict.

LuAnn steps in and breaks up Jill and Bethenny's discussion, and Jill wonders if she's been too hard on her ex-friend.

Ramona is distraught when Bethenny and Jill both leave in tears.