Two fashion mavens give the women a tough lesson in what to wear; the models must create a department-store display using themselves as mannequins; the women pose as men.
The women learn the art of posing; the models must duck, dive and pose through a laser maze; a crime-scene photo shoot.
Contestants hear how supermodel Twiggy got her nickname and must create nicknames for their personas; guests include rapper 50 Cent, agent Nancy Josephson, supermodel Beverly Johnson and producer Larry Sanitsky; Benny Medina is a guest judge.
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