Tyra Mail arrives and they scream like it’s the first time. They arrive at Wal-Mart, with only a note that models sometimes need to work the late shift as a clue. Nigel’s wife, Crissy, tells them they will put on a Cover Girl Tru Blend look and deliver a commercial. The winner (with no script) will be featured on the Cover Girl website and get a $1K gift card. Annaleigh and Brittany mess up the unscripted part. Elina really had a problem. Hannah wins the challenge. Back at home, there is more mail from Tyra. Who is more suited to be ANTM? They guess either swim suits or business suits. Hope it isn’t birthday suits. Don’t think Isis is quite ready for that one. Brittany starts missing her family. Elina says her mother didn’t know how to be a mother and that’s why she’s so guarded. Elina says she hates her mother, and the other girls say she’s ungrateful. Elina cuts the conversation short when Brittany says she seems to be using her mother.

Marjorie and Isis try to help Annaleigh with her posing. She pouts too much and doubts herself all the time. Isis tells her to give her confidence, and she says she doesn’t have any. They arrive at a house in Malibu for a swimsuit shoot. Russell James, who shot Tyra’s famous Sports Illustrated issue is brought in as photographer. J Alexander says the training wheels are coming off and the photographer is going to direct the shoot. Hannah came across as psycho. Annaleigh was too stiff. Most of the girls do a good job. Brittany has a hard time though. J Alexander tells Isis to use her face to portray confidence, but she’s worried about “outing” herself to the photographer in a swimsuit. She’s nervous about her pictures, as is Brittany.

Judging

Tyra runs down the list of prizes. Annaleigh is told to do more research. Clark needs to work with her mouth more. Brittany is told to do MORE. McKey looks great. Isis is asked if she was uncomfortable. She didn’t give as many poses as they wanted. Elina is told she looks multi-racial, which is a model’s dream and her tattoos work. Jocelyn looks hood in her shot, even though Tyra calls it power. Annaleigh and Brittany are the last two ladies standing, and Annaleigh is given another chance as Brittany makes a graceful, but pretty, exit.