After getting a lesson about the ugly side of modeling, the participants are tested on their ability to handle harsh criticisms, and one model must face a difficult surgical procedure, while two lucky models receive special visitors from home. The girls must pose as a doll in their pictures.

Later, the models visit with supermodel Janice Dickinson and ANTM's cycle three winner Eva Pigford on the set of a photo shoot for designer MarcEcko and ElleGirl magazine, and then are directed by Tyra for a black and white photo where they must be tearful, yet beautiful.