"I used to be 335 pounds at my heaviest; you try and try to lose weight and it just doesn't happen," says Denise, a mother of two, who has struggled with her weight her entire life. "When my kids were young, I couldn't lay them on the floor because I couldn't get down and pick them up. I couldn't bend over, I couldn't play with them." Denise decided it was time to make a change three years ago after having a traumatic experience while taking her kids to play miniature golf. "This guy behind us was miniature golfing with his two kids and he would make comments the whole time about, 'That's why you have to watch what you eat ... you don't want to be fat like her.' In front of my kids he would say that," she recalls with tears in her eyes. "After that, I started looking into getting gastric bypass."

Since the surgery, Denise has lost 155 pounds and completed two half-marathons, but she's still wearing big clothes and is not enjoying her new physique. "I always thought that if I lost weight, self-confidence would come and I would see myself as this hot woman. But I look in the mirror and I still see 300 pounds," she says. "I just feel like I'm missing the final piece to the puzzle. I want to look hot!" Rachael agrees and says it's time for a makeover: "You've done the hard part. Makeup and buying a cute dress is the fun part! We've got to get you out of this mental slump!"

Gretta signs on for the makeover and brings along Biggest Loser winner Michelle Aguilar, who lost 110 pounds on the hit reality competition and remembers how stressful it was to shop when she first lost the weight. They give Denise a new hair color and a sexy bright blue dress, with just the advice she needs to embrace her life. "Don't ever settle for less," Michelle says reassuringly. "Don't go back to those old clothes. Don't go back to those old ways. You've made a lifelong change -- you need to keep moving forward. You're going to have bad days, we all do. So don't let them become bad weeks or bad months or a bad 10 years. Forgive yourself, move on!"

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