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This week the girls learn some new choreography with Supple, who has returned after training them in a previous episode. Alex and Aaron struggle with the dancing challenge, as do most of the girls except Stefanie who picked up the moves well. Yet, Stefanie did not win the challenge much to her disappointment, but was told she had a lot of potential. Ironically it was Alex who won, along with Rachael, Leanne and Catherine, who all performed their routine in a live concert. For this week's photoshoot, the girls are told they are to pose for an album cover, and one of them will actually be used. The girls had to pose in a white space in bikini's, imagining they were at a beach. Leanne becomes very self conscious about her body, and Charlotte laughs through most of her shoot, much to the annoyance of the photographer. Lisa Snowdon decided she would treat the girls and had arranged for The Bar Wizards -finalists on last years Britain's Got Talent- to come and make cocktails. All the girls enjoyed themselves, but Aaron once again drank too much. At the judging panel, the judges were critical of a lot of photos, but praised Alex and Stefanie, and announced Leanne was chosen as the cover. Martha, Rachael, Catherine and Lisa produced poor photos, much to the disappointment of the judges. Charlotte was heavily criticized by the judges for showing up to the shoot with a bad attitude. In the end it was Charlotte and Lisa in the bottom two, Charlotte for not taking the competition seriously, and Lisa for producing a bad photo once again. Lisa was sent home after being in the bottom two three consecutive weeks.

The girls are told that they are getting their makeovers in a Lisa Mail. Once they arrive at the salon, they discover that all the mirrors have been covered with black paper - to prevent the girls from seeing their makeovers till they are completed. Aaron, Charlotte, Rachael and Stefanie begin to cry at the thought of having their hair cut off but most the girls are happy with the final result. Alex threw a temper tantrum at the thought of getting her hair cut, but she - like the others - was pleased with the final result. The challenge was a bucking bronco advertisement for the ever so cheesy "Britain's Next Top Model Hairspray" in which they had to learn a script and bring some comedy to the challenge. Leanne was shocked once it was announced she had won and a lot of the girls (especially Lisa) were annoyed. Back at the house a split was caused as the more sensible girls (Martha, Lynzi, Lauren, Louise, Lisa, Stefanie) stayed upstairs as the others led by Rachael made clothing out of kitchen utensils and rolled around naked in chip fat and mayonnaise. For this weeks photoshoot they had the added element of working with a small dog, however Aaron, Lauren and Lisa had to pose with a Weimaraner. Gerry was extremely impressed with Martha who brought emotion and poses to the shoot but was very annoyed with Louise who walked onto the shoot looking like she'd just been slapped in the face with a hot frying pan. Lisa and Rachael gave great shots but Stefanie and Lynzi lacked to produce anything editorial. At the judging panel a lot of comments were made on the dire advertisements and the judges gave mostly good comments to the girls on their photos. In the end, Louise and Lauren end up in the bottom two, and Louise is sent home.

The girls took part in a challenge for Jai Kudo glasses, to which the girls had to use their facial features to portray their set emotion, Stefanie excelled in this and won a set of Jai Kudo frames. They then later had to put together an outfit that showed their own personal style, in which Stefanie's glamour look is criticized, and Alex is again frustrated by her makeover. In the end, it is Charlotte that wins the challenge and is, coincidently, booked by the client for a future job. At the weekly photoshoot the eleven hopefuls were greeted by Gerry Deveaux and Giorgio Guidotti, of Italian fashion house, Primarni. Gerry explained the shoot was for the latest collection by SportMax – one of Max Mara's labels – and that the girls had to be photographed elegantly climbing out of a lowered sports car whilst retaining their dignity. Many of the girls struggle, much to the disappointment of the judges, in particular Lauren's focus and Stefanie's editorial potential is questioned. In the elimination, Lisa and Lauren were in the bottom two. The judges agreed that they should had both been further on in the competition than they were, but the girls had to wave goodbye to Lauren after her second consecutive appearance in the bottom two and Lisa is saved.

The 20 potential contestants arrive at a country manor house with a champagne reception, and are soon greeted by host Lisa, who informs them they are to enter the gruelling model boot camp. After completing an assault course and a catwalk challenge featuring clothing from the Ed Hardy range, as well as a brief individual meeting with the judges, 5 girls are eliminated when they don't find dog tags in boxes placed on their beds. The episode's photo challenge sees the remaining 15 girls put in three groups of five for an army inspired shoot with Huggy. At panel, the judges have praise for Hayley and Kasey, who both stand out in their pictures, as well as Lauren, who is rather bizarrely told by new judge Louis that she is 'the new Moulin Rouge'. Daisy is told she looks dead in the eyes, while Ashley disappoints when she states she is not happy with the way she has photographed. Mecia receives the first call out and is thrilled to be told she has booked a billboard campaign in the USA for Christian Audigier, after impressing on the catwalk. Ultimately, 2 more girls are eliminated; Nell because the judges are worried about her proportions and one dimensional look, and Rebecca over concern of her commitment to the competition. The 13 girls are finally ready to enter the Top Model house.

The girls meet with TV star, June Sarpong to learn interview skills, and are watched undercover by two magazine journalists who praise Charlotte for being the most relaxed, Leanne for her story which "many would like to hear about" and Lisa for playing up to her androgynistic look. They say that Catherine and Martha were a 'breath of fresh air', but not interesting enough. Stefanie reveals during the interview that she once dated Lee Ryan, which sparks some snide comments from the other girls, with Alex saying they weren't interested by this fact at all. The claws are out as the girls critique each other during the challenge, which was walking down a spiral staircase with poise and elegance. Martha receives praise all round, as does Rachael and Lisa. Rachael wins the challenge, and chooses Charlotte and Aaron to share her prize of attending a showbiz party, whose guests include Louise Redknapp and many others. While at the house the remaining girls remove Aaron's bed as a prank. This causes tension on Aaron's return between Lynzi and Aaron, and in turn, Leanne and Aaron. Eventually almost all the girls end up arguing with somebody (except Rachael who was criticized by the other girls for avoiding any conflict). Stefanie and Charlotte come to blows, as during an argument, Stefanie imitates Charlotte's Liverpudlian accent.

The girls had to pose as different types of mannequines for their photoshoot. Stefanie began to panic before her shoot as she didn't have a chance to take her epilepsy medicine, and she was worried about the camera flash. She didn't let the worry affect her shoot and delivered an excellent photo, which the panel admired. Rachael also delivered a good photo but her sincerity was questioned by the judges. It was Charlotte and Aaron who ended in the bottom two this week. Charlotte's photo was unsatisfactory as she lost the beauty in her facial expression, Aaron on the other hand showed beauty but lacked any energy in the shoot. In the end it was Aaron who was sent home as the judges agreed she should have progressed further by this stage in the competition.

First, the girls are put through a series of circus 'acts' including a tightrope competition and swinging from a trapeze, which Alex has trouble with due to her fear of heights. Later, Stefanie confronts Alex about how Alex speaks badly of her behind her back; a row ensues, leaving Alex and Stefanie's friendship in tatters. The next day, the girls are asked to model dresses on plinths in London's streets for an hour, changing their poses every five minutes; the task was won by Rachael, who got not only to keep her £1000 dress but also to invite two friends along for champagne (Charlotte and Stefanie), whereupon she was presented with a beautiful necklace worth in the region of £5000. Back at the house, Catherine and Alex decide to play a series of pranks on the three absent girls, including rubbing soap onto their toothbrushes, putting washing up liquid in Rachael's deodorant and leaving Stefanie a note 'reserving' her washing up but clearing everything else up. Before they return, Catherine's guilt gets the better of her and she disposes of the deodorant, but leaves the other pranks before pretending to sleep on the sofa with Alex. Upon the other girls' return, they confront Catherine and Alex, only for Alex to deny it was anything other than a 'harmless joke', as well as both the girls denying they touched the others' toothbrushes. Next, they are visited by Lisa herself, who reads them their Lisa-mail and presents them with 2 dresses each, whilst commenting Alex is not 'girly' enough. The girls then had to pose for beauty shots in Zandra Rhodes dresses, and under the designers direction, in the style of sporting events:

The girls excitedly move into the model house and are thrilled with their new abode. The following morning they are split into two teams for a very raucous fashion quiz, with the winners receiving designer watches. The week's challenge is to film an advert on the Millennium bridge wearing Elizabeth Emanuel bridal wear. The girls have to deliver some dialogue then kiss a male model. Kasey impresses and wins the challenge, while Mecia irritates the photographer by refusing to kiss the model, worried she will upset her boyfriend of four years. The girls return home to find high heels all over the living room and are delighted when J. Alexander (Miss J) appears from behind a curtain and informs the 'model bitches' it's time for them to learn how to walk. Daisy and Hayley prove to be amongst the strongest, while Lisa-Ann and Chloe's efforts are heavily derided and amusingly imitated by Miss J. The week's photoshoot challenge asks the girls to pose naked in a bath of water filled with mangos for the brand Simple Cosmetics. Sophie struggles, going into 'panic mode' once in the water, while Ashley is concerned how her body will look considering she has had two children. At elimination, the judges have praise for Daisy, Hayley, Mecia and Kasey, while Chloe is told her picture looks like soft porn. Mecia is also reprimanded for her performance at the week's challenge. Ultimately, Sophie and Lisa-Ann wind up in the bottom two; Sophie because of her poor performance at the photo-shoot and Lisa-Ann due to having a generally dismal week. Lisa-Ann is the first girl to be sent home from the model house.