this is "nightline." >> tonight, the sex factor. they came to l.a. with big dreams of fame but these are no ordinary auditions. meet the young men and women competing to be america's next top porn star. will they come to regret this? viola transformed. she's gone from the meek maid in "the help" to the steaming felonious lawyer in "how to get away with murder." >> what a piece of garbage you are! >> from sex to violence almost nothing is off limits for this show. tonight, viola davis reveals why one of the most talked about scenes almost never happened. the cover of "sports illustrated" magazine's new swimsuit issue already causing a bikini backlash. the debate tonight, how low can you go? first, the "nightline 5."

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good evening. it is a combination of two american obsessions. reality tv and porn. you will either view what we are about to show you as an act of sheer brilliance or as the beginning of the decline of western civilization.

it as new show called "the sex factor" and it's basically a talent competition without clothing. abc's nick watt takes us carefully, tastefully, behind the scenes. >> i just graduated from college this summer. and i'm just really excited to be here. >> reporter: allie is out west seeking fame. >> i think my mother might kind of freak out. she's going to be mad that i didn't tell her where i was. >> reporter: like so many starlets before her, she's also seeking fortune. >> i am sitting on a huge amount of student loan debt. that's kind of why i kind of need to step up my game in this business. >> reporter: for allie, that business is porn. she struck out in mainstream hollywood and mainstream modeling. now she's betting her future on this reality show. >> eight guys and eight girls will compete for porn stardom and a $1 million prize.

>> the concept is a reality porn competition. of never filmed before future stars. >> what's it called? >> "the sex factor." >> "the sex factor," of course. >> reporter: the most amazing of the many amazing things about "the second factor" is that no one's thought of it before. reality tv is hugely popular and, well, so is internet porn. meet the brains of this operation. >> i would say that i enjoy porn just as much as the next guy. no more no less. >> this is where we filmed a bunch of the auditions earlier today. >> reporter: he has no tv experience or porn experience. he's a former silicon valley software salesman. >> are they actually going to have sex on camera? >> absolutely. >> in the first episode? or is that further down the line? >> actually they already had sex on camera to audition. >> good grief, okay. >> part of the casting process. >> reporter: now meet those contestants. at l.a.x. en route to those

auditions in palm springs. >> who doesn't like having sex with beautiful women? >> reporter: there's mike, a construction worker from jersey. >> not only every day but getting paid to do it? that's like eating cinnamon toast crunch with chocomilk, delicious. >> reporter: they answered a casting call on social media, sent in audition tapes like this one. >> everything about a woman fascinates me everything. >> reporter: aka body hollywood. >> i've been wanting to do porn for a very long time. this is my chance. i can do this. i'm not going to let you down. >> reporter: that's the main condition for entry -- no prior experience. and why is it so important that these are porn virgins? >> because otherwised you just go to one of the thousands of porn websites and watch some star who has a bunch of scenes out. >> reporter: in an overcrowded porn marketplace where a lot of content now comes for free, that's "the sex factor's"

hoped-for hook. >> i'm not here because i want to have sex with lots of people. i'm here because i think this will elevate me to the next level, it will open a lot of doors. >> reporter: porn actresses pull in between $500 and $1,500 a scene. bona fide porn stars, sasha gray is worth $3 million. tara patrick $15 million. jenna jameson parlayed porn into mainstream fame, $30 million. then of course there's kim kardashian and paris hilton whose leaked sex tapes partly fueled their celebrity. >> whoa! >> we are at the first casting call for "the sex factor" season one. >> reporter: for these eight guys and girls, maybe having sex on camera isn't such a big deal. one contestant has already landed a six-figure porn deal. >> the ideal candidate is

someone who is down for whatever, they're exciting they're fun to watch, they don't get nervous. >> reporter: now meet the judges. four of the biggest names in porn. >> what does it take? >> well mechanics. >> the mechanics. you also have to come across right. >> make a career out of it. >> reporter: so at the auditions in palm springs, jersey mike didn't make it. he was late to set. >> i need you to do something special with it. >> don't touch it! >> reporter: then count to four in front of the judges. >> it's cold here huh? >> thank you, good luck. >> good luck in construction. >> there's no way. there's no way. i was so nervous. so nervous. >> reporter: allie, on the other hand, impresses. >> okay, yes. she'll do. >> reporter: auditions go on late into the night until finally they have their contestants who are invited to episode one proper filmed here in a mcmansion in vegas.

>> right now we're having a fake orgasm contest. >> oh! oh! >> reporter: a "harry met sally" meg ryan moment. >> yes, yes, yes! oh! oh, oh! >> i'll have what she's having. >> reporter: but smuttier. >> oh, oh! >> you want to be a porn star? >> i want to be a star sure. i have a mortgage. i support family members. and this is just very easy. >> okay, but if you didn't need the money would you still do that? >> ike in a perfect world, if i didn't need money? >> yeah. >> maybe. >> you're not saying yes. >> i'm not saying no. >> but you're having sex with strangers on camera. >> yes. >> and that's fine? >> it's kind of fine. i mean the only difference is there's a camera. i mean lots of people have sex with strangers a lot. >> uh-huh. >> for nothing. without a camera. i was kind of worried about what

my mother would say. and then she and i had a conversation and she just knows this is what i need to do to get to my next step. and she supports me. >> reporter: shawn, aka buddy hollywood, also claims his mom is supportive. >> why not wait tables? >> because i'm a sex addict i like to have sex, i love women, everything about them. >> you're not getting paid to appear in the show. >> no. >> but you're hoping that -- >> i'm going to win so i'm not worried about it. >> wow you really are confident. >> i told you. >> reporter: two lucky winners, one male one female will apparently split a $1 million prize. >> a million-dollar prize? >> correct. >> cash in a suitcase? >> it will be cash up front, as well as a three-year contract for the winners. >> how much actual cash? you won't get into specifics of actually what the prize is? >> right. >> are you paying the contestants? >> no. >> are you exploiting the contestants? >> no. >> how can you be so sure?

you're making money off this, imassume imassume. >> absolutely. >> they are not unless they win. >> that's not true. >> is that not exploitation? >> that's completely incorrect and i'll clarify. as a contestant on the show you're not getting paid for your appearance in an episode on "the sex factor." what you are getting is the support, guidance, and mentorship not only of five of the hottest and most talented experienced stars in the world but also from a business perspective. and really to receive an ivy league education in being a porn star. >> that's i mean just simply priceless information. we teach them how to be subtly sexy. >> teaching them tricks of the trade too. get an erection, maintain an erection. >> reporter: will this even see the light of day? >> has anyone actually bought it agreed to air it? >> i'm not exactly allowed to talk about those things but we'll have a big announcement in the near future. >> somebody is going to put this on tv. >> absolutely. >> reporter: if it makes it to

air, a lot of people will probably watch. a lot of people love reality tv a lot of people love porn. me? you know, i think i've seen too much already. i'm nick watt for "nightline" in las vegas. coming up on "nightline," it's the scene that became an instant tv classic. viola davis taking off her wig and her makeup on the show "how to get away with murder." tonight she tells us why this scene almost never happened. but managing my symptoms was all i was doing. so when i finally told my doctor, he said humira is for adults like me who have tried other medications but still experience the symptoms of moderate to severe crohn's disease. and that in clinical studies the majority of patients on humira saw significant symptom relief. and many achieved remission. humira can lower your ability to fight infections, including tuberculosis. serious, sometimes fatal infections and cancers including lymphoma, have happened; as have blood, liver, and nervous system problems,

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it's a show about homicide sex, conspiracy, and betrayal. and those are the tame episodes. "how to get away with murder" is

a breakaway hit here on abc and in the starring role viola davis, who takes some big risks. as she reveals to us tonight, some of those risks have made her more than a little bit uncomfortable. here's abc's brandi hip. >> reporter: it's the shocking scene recognized as one of the most revealing moments on television. viola davis stripping everything off this season on the hit abc show "how to get away with murder." in a loading role as anna lease keating. whose idea was it to have your character take off her wig and makeup on camera? >> it was my idea. i felt the only way that i could play annalise is if i played her as a real woman. i feel that's the part of being a woman that people kind of throw in the trash heap when you see them on tv. they buy heels that hurt their feet but wear them anyway. they take their makeup off at

night. they're strong in their public life and they're very vulnerable in their personal lives. it's very empowering. for me intensely interesting. >> reporter: a bold decision resonating with women across the country and one she says almost didn't happen. >> laura inese, who directed the episode, she said, do we want to take off all the makeup? >> people questioned whether you should have gone that far? >> just for a moment she did. i said i want to take it off. >> reporter: it's that raw exposure that's made "how to get away with murder" a fan favorite. that along with sex. murder. and intrigue. >> i got you into this and it's my job to get you out of it. >> i think people like to see the mess. i really do. i think that people like to see really private moments, private sexual moments.

private really clandestine moments. >> reporter: davis plays a fearless and brazen criminal defense attorney and law professor who will stop at nothing to win a case. >> bury the evidence. >> reporter: annalise is no shrinking violet. >> that's a piece of garbage you are! >> reporter: the show created by peter nowak and chanda rimes, is being touted as the most progressive for its time. not only for its diverse but graphic sex scenes for both its straight and gay characters. >> and i think that shaun decreates sde shanda creates opportunities for actors to do it all the time. to be private. to show that part of human life that we usually sweep under the rug, you know? and when people can see it they feel less alone. i think that's why they're attracted to her work. >> reporter: and while she applauds the show's bold approach, she still finds some scenes a bit difficult for

herself. >> how comfortable are you when it comes to the sex scenes? >> you know what not comfortable. i will say that. not comfortable. but why should i be? you're having sex. i mean how many times do people have sex in front of a lot of people? unless you're, you know the porn star. >> is it awkward for your husband when you're doing sex scenes? >>, i don't, quote i don't tell him when those shows are on. maybe the show was preempted. no, i'm kidding. >> reporter: risk-taking is paying off. the show is dominating in the ratings with almost 10 million viewers tuning in. >> after 20 years in a cell i think i'd say pretty much anything for that. >> reporter: it's bringing fresh success to davis after years of oscar-nominated roles on the big screen in films like "doubt." >> you can't hold a child responsible for what god gave them to be. >> reporter: and "the help." >> you is smart, you is important -- >> reporter: two weeks ago davis was honored by fellow actors. >> and the actor goes to -- vie yelle davis.

viola davis. >> reporter: winning a screen actors guild for "how to get away with murder." her empowering acceptance speech decrying the lack of diversity in hollywood. >> for thinking that a sexualized messy, mysterious woman could be a 49-year-old, dark-skinned, african-american woman who looks like me. >> some say you're defining hollywood. do you feel that? >> i am aware that my presence is probably unusual in hollywood. >> and a way of just so many actors of color out there because they come to me all the time and they feel like they're on the periphery. and that's why i always want acknowledge them by giving my testimony. >> reporter: davis has been a fixture on the red carpet. but it has been a long hard-fought road to get there. she grew up in dirt poor central falls, rhode island, where she describes feeling the ugly sting

of racism when she sat down with us three years ago. >> i remember i used to pray a lot when i was a kid and i would pray i would say, god, if you really loved me you would take me away. and i would open my eyes and i would still be in my house. you know? no phone, electricity cut off, whatever. >> how sweet is success after all of that? >> success is very very very sweet. i feel that god has truly blessed my life. because i always think that the young girl in you is always with you. always. >> reporter: davis' time off-camera is now devoted to another young girl. her 4-year-old daughter genesis. >> she runs through the set, she thinks everything is grand. she'll come home and she'll say, okay, roll tape! okay, cut, cut, cut, cut! no, it's not working! she does all of it. >> reporter: for all you

die-hard fans waiting with bated breath, when i pressed her for details on upcoming episodes -- i can't tell you, i'd have to kill you and i don't want to do that. >> reporter: it seems davis has more annalise keeting in her than she'd like to admit, only revealing cecily tyson will be a guest star. >> is she related to annalise in any way this. >> i don't know if she's related to me or not. >> reporter: for "nightline," i'm los angeles. up next on "nightline," the cover of the new "sports illustrated" swimsuit edition, so racy we can't even show you the whole thing. but there's a woman on the inside who may be getting even more attention tonight. the exhilaration of a new engine. painstakingly engineered without compromise. to be more powerful... and, miraculously, unleash 46 mpg highway. an extravagance reserved for the privileged few. until now.

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swimsuit edition has never been known for subtlety. but this year's cover is so risque we can't show it to you in full. on the inside of the magazine there's another model who's getting attention for an entirely different reason. with both stories here's abc's mara shall have come poe. >> reporter: it's one of the most timely covered covers in modeling, the "sports illustrated" swimsuit edition. and this one well it's too racy to even show you. sporting a super low-cut bikini bottom, that's 24-year-old hannah davis, aka derek jeter's girlfriend. in this behind the scenes "sports illustrated" video, hannah is brought to tears when she sees her cover. but others tonight calling the

picture just too risque. even pornographic. this is "sports illustrated," not "playboy." "sports illustrated" defending the pic today, telling us after 50 years of swimsuits, what everybody knows is that one person's risque is another's sexy. but inside there's yet another model turning heads. plus-sized model ashley graham in an ad for swim wear brand swimsuits for all. >> we're definitely talking about anna davis a little bit today. but ashley graham saw stole a little bit of her thunder. >> reporter: the first time an ad featuring a plus-size model has ever made it into the swimsuit edition. and no one can look away. >> what's the harm in showing different body types and different kinds of girls? ashley looks amazing in the ad. i think it was a really great move. >> reporter: so whatever your definition of sexy, it's definitely expanding. for "nightline," i'm mara-campo in new york.

>> our thanes to mara for that report and our thanks to you for watching abc news tonight. "world news now" coming up soon with overnight breaking news. tune into gma first thing in the morning. as always we're online 24/7 at abcnews.com. thanks again for watching. good night. hi. hi, marie. [sniffing] ooh. what? ohh, another dinner get away from you, dear. it's burnt popcorn marie. oh, popcorn for dinner. how fun. no, it wasn't for dinner and i didn't-- amy! ohh! marie! ohh! oh, hone ohh! look, look i'm wearing the pi oh, it looks great on you, honey. thanks. and thank you so much for lunch yesterday. marie is such a life saver. oh, stop it. a life saver?

you brought me lunch at work. oh, honey, it was nothing. nothing? you made your own mustard. you deserve it. will you look at my gals? i call them the 2 musketeers. that's stupid. ok, you know, honey, would you like to come and have a cup of coffee? oh, great. do you want to go get some coffee? uh, no, i can't-- she has to take care of that smell. right this way, my ladies. both: oh, thank you. [all talking and laughing at once] what the hell was that?