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A cyclical competition in which women from all over the U.S. compete for the honor of being America's next "it girl" in the modeling world.

At a Beverly Hills salon, Tyra, Jay Manuel, J. Alexander and salon owners Joel Warren and Edward Tricomi transform the models with unbelievable makeovers; and the participants are challenged to show off their personal style by celebrity stylist Rachel Zoe and Cycle 4 Winner Naima Mora, who give the girls the opportunity to win a $5,000 shopping spree at Los Angeles boutique, Nanette Lepore, and then head off to a photo shoot where they pose with ice sculptures. Personal stylist Rachel Zoe also serves as a guest judge. Later, one competitor decides it's time to let her inner-diva out by laying down some house rules for everyone to follow, only to have another model take her to task.

When designer Jared Gold is brought in for the aspiring models' "Runway Challenge," Clint Catalyst is featured as one of his panel of "style experts" to choose which of the girls performed best on the catwalk (while rocking a bedazzled Madagascar Hissing Cockroach as a fashion accessory).

After 32 aspiring models arrive in Pasadena, Calif., to face host Tyra Banks, art director of photo shoots Jay Manuel and runway expert J. Alexander, the field quickly narrows to 13 finalists, however, the finalists are given little time to settle into their posh new mansion in Los Angeles before Jay Manuel reveals in a jaw-dropping announcement that they will be bald for their first photo shoot, on the sixth-cycle. Meanwhile, Janice Dickinson makes a surprise appearance, adding even more pressure for the 13 finalists as she leads them into a grueling press conference in front of TV personality and radio host Todd Newton ("E! News"); TV personality and actress Rolanda Watts ("My Wife and Kids"); "Access Hollywood" special correspondent and son of actor Will Smith, Trey Smith; news reporter Tina Frazier; and fashion industry expert Trish Moreno.

Loaded with never-before-seen footage from the first nine weeks of UPN's hit dramality series, this special episode includes Gina's habit of biting others, Joanie imitating Furonda and Danielle playing a prank on Jade. This episode also features the girls' reactions to Nnenna's kiss with a male model, the participants having dinner with Janice Dickinson and Jay Manuel surprising the girls with a visit to the model house.