Critical accounts of plastic surgery television tend to explain women viewers' engagement with it either through comparisons to pornography and in terms of visual pleasure or by figuring the viewer as a docile, disciplined subject who reproduces the values espoused by the format. This article offers an alternative account of the pleasures of plastic surgery television series by paying attention to the feelings of care, shame, and intimacy that are encouraged by the display of exposed, vulnerable, and suffering bodies on the program Dr. 90210 (E!, 2004 – 8). By foregrounding the undressing and emotional unveiling of its subjects, the show involves viewers' bodies in a pleasurable sense of closeness to the bodies of others. By actively encouraging an orientation of care, or what is defined in this article as “compassionate anticipation,” Dr. 90210 justifies a pleasurably and transgressively intimate mode of looking at bodies. At the same time, the shame involved in this act of looking animates a sense of social connectedness and feelings of relatedness to others that are also pleasurably intimate. The viewer's pleasure in this intimacy can be understood in relation to the traditional pleasures of the television medium and as particularly appropriate to the domestic contexts in which women watch plastic surgery television.