In the bus en route to the runway venue, the girls talk a bit about hairstyles. Brittany tells us that there were so many opinions flying around that it all got a bit chaotic. Once at the venue, they meet up with Johnny and Kelly Cutrone, who of course instantly starts chewing out Laura for being such a poor leader. Leila enjoys this immensely, even though she claims to feel bad. She reconciles these conflicting emotions by reminding us that it's a competition and so nobody is really a friend to everybody else. Just set your roommate on fire for charity and get on with it! The girls accessorize themselves with some help from Nine West and Johnny, and Kelly then introduces Mara Hoffman, who is also her longtime client. Mara says that she wants to see strength and beauty in their walks, and not too much blatant sex appeal. With so many witch hats abounding, I don't think that will be a problem. Laura eventually makes some actually decisive decisions about makeup, which pleases Kelly greatly. What will not please Kelly greatly is if these girls (on fire) embarrass the client that she's worked with for ten years. Well, if that's the way you feel, you never should have signed on for this show!

With that, it is time for the runway show to begin. Tyra and Alicia kick it off with an introduction and a plea to the audience to buy some dresses to keep a child alive, LITERALLY. Kristin walks the runway first, and Kelly thinks that, miracle of miracles, she looks like a real model. We then cut to a teary Leila interviewing that Kristin is a bad, ugly person on the inside and doesn't deserve to be in this competition. I actually think that makes her extra deserving, in this particular case! Poor Leila, learning about all the hard knocks. Victoria is next to walk, and looks like she should be riding a broom down the runway. Eglantine, Eglantine, oh how you shine! Allyssa walks next, and Victoria has some rather critical comments about her cheery countenance. Brittany rubs a guy's head, for what reason I do not know. Flair, perhaps. And then it's Leila's turn. In the first place, she got stuck with the worst outfit. In the second place, as soon as she passes Tyra, Tyra starts yelling at her to move her arms. That can't be good! The other girls walk pretty uneventfully, and then the whole shebang is over. Allyssa is happy to be combining modeling with charity work, since the need for charity is something they can all relate to.