"THE GIRL WITH THE TWISTED CATCH PHRASE"
Synclaire and Overton fight and make up while Regine stews over Max's new joke.

"THE GIRLS BECOME SUPER HEROES"
The 13 finalists move into their new Bel-Air mansion and ride around town in a stretch limo.

"THE GIRL WHO GETS A BOOB JOB"
Tonight the girls must point out each other?s biggest flaws, and then Jay Manuel and Twiggy show them how to turn the flaws into positive attributes. Janice Dickinson stops by for a visit.

"THE GIRL WHO LOVES BUBBLES AND TALKS TO PLANTS"
Supermodel Iman supervises the contestants and shares her beauty secrets; comic Chris Spencer challenges the models to be an effective spokesperson for a skin care product; the contestants demonstrate their ability to juggle a busy schedule.

"THE GIRLS ARE 1940'S PIN-UPS"
After a rigorous workout the models must outshine one another at a meeting with editors from ELLEgirl magazine.