When we return, it's panel time! Tyra introduces the judges. There is, of course, noted fashion photographer Nigel Barker. And then there's guest judge and makeover facilitator Sally Hershberger. And then. It's the moment you've all been waiting for. Andre Leon Talley! He is, of course, the editor-at-large for Vogue, and Tyra says he's one of the most prolific, influential, and powerful people in the entire fashion world. And he has sat next to Anna Wintour at many a fashion show and not melted or had a spontaneous nervous breakdown. ALT is the real deal. As we will soon discover, he's something of a rich man's Miss J. He makes no sense, but makes no sense in French. ALT for the win. He's wearing what appears to be a Supreme Court robe, which is only fitting.

There are prizes: a contract from Wilhelmina Models; a cover and six-page spread in Seventeen magazine (which means the dread Ann Shoket will likely make multiple appearances on the show once again); and a $100,000 Cover Girl contract. And the biggest prize of all, of course, is having the chance to be insulted by Andre Leon Talley week after week!

Ren is up first, looking "edgy" and unwashed, and like she hasn't slept in six years. The judges like her hat-wearing picture. Nigel and ALT both commend Ren on her eye contact. Tyra says that the challenge of this photo shoot was not to look too sexy, but bring fashion to the photo, and Ren did that. ALT likes the charm of how Ren holds her hands and feet in the photos, and thinks it gives her a naïve quality akin to a "woodland fantasy nymph." Sally Hershberger adds that she's a waif, and ALT says, "woodland nymph, yes." I guess you're not supposed to try to add anything after the great ALT has spoken, even if you agree with him.

Angelea is up next, and ALT loves the makeover, and also loves her picture. He commends her on her method of boob coverage, and totally covets the shoes she's selling. Sally thinks Angelea's face and hair are super sexy. Both Tyra and Nigel say that if this were an ad in the magazine, they'd stop and figure out where they could get the shoes. You always knew Nigel liked furry pumps, didn't you? Alexandra is next, wearing only a necklace. Nigel likes her, but thinks the way she's covering her boob doesn't work. We are learning important lessons today about how you should or should not cover your boob with your hand. File next to "booty tooch." ALT is not moved by the photo, and says that it doesn't give him the "zhush!" that he needs to go to the other side. Which other side is he talking about, exactly? Of the two "other sides" I can imagine, death seems the more likely.