The girls receive a surprise visit from cycle 3 contestant Toccara Jones, who puts their fashion knowledge to the test. This week's photo shoot is dance-inspired and forces the girls to pose while demonstrating their fancy footwork. During panel, Wilhelmina Models President Scott Patterson joins the judges, and one girl decides whether she wants to quit the competition.

This week the girls pose with comedian Ross Mathews ("The Tonight Show" and "Chelsea Lately") before heading to NYC's garment district to be completely transformed in faux fashion wardrobe (1406).