The semifinalists meet in LA and have a pool party to celebrate making it that far. Deciding to have a bit more fun, some of the girls trek out to a local hotspot where one semifinalist gets into a bar fight with a local. Later on, the girls introduce themselves more to the judges and a cut is announced where 14 out of the 34 girls are eliminated. A second cut eliminates 6 more girls and the Final 14 are presented.

A rooftop photo shoot turns into a steamy vacation for the girls. Not long after, one is sent home, than another.

The girls all head to Peter Coppola studios to get their traditional season makeovers. During the hair transformations, one girl gets an extra special facial, and one sees a dentist.

The girls are taken to Runway 101, where J. Alexander teaches them the basics alongside America's Next Top Model herself, Yoanna House. After the lesson, J. takes the girls backstage at a Heatherette fashion show where the girls will be walking. The photoshoot this week has the girls exposing a lot about themselves.

The girls are treated to lessons from Janice Dickinson herself in the art of posing. This will come in useful later when they have to pose in La Perla lingerie in the store's front window. At the photoshoot, a lot of the girls are to model Dooney and Burke's latest line, all while on roller skates.

Tyra invites plus-size supermodel Kate Dillion and a nutritionist over to the loft to discuss with the girls about healthy eating and positive body image. The next morning, the girls are taken to an obstacle course and later are told to climb up 14 flights of stairs. The photoshoot is for an energy drink, and the girls have to jump on a trampoline.

The girls go on go-sees. One girl forgets something valuable and it may cost her more than she knows. A very big surprise awaits the girls at the photo shoot. The girls prove just how versatile they are.

The girls get fashion advice from stylist Rebecca Weinberg. Afterwards, they are taken to a shopping spot to find a fashionable outfit to wear. When the girls are finished, they are dropped off at a secret location that turns out to be an impromptu red carpet. At elimination, Yaya goes over the edge when Rebecca says that Yaya wants to prove her "African-ness".

The remaining girls are surprised with a visit by actor Taye Diggs. That's not the only surprise -- shortly after the girl's finish their acting exercise, Tyra surprises them with a trip to Tokyo, Japan. There, the girls find that the work gets only harder as they work on a soup commercial with a Japanese speaking director.

As the competition quickly comes to a close, the girls are taken to a tea house to learn the ancient technique of a proper tea ceremony. One girl has more difficulty than the others.

It's down to the Final Four girls and they are given a lesson in Tokyo street fashion. And for the first time on ANTM a girl is late and it might cost her more than she thinks.

On the finale for Cycle 3, the final three do a photoshoot that will be the ad for Covergirl Cosmetics if they win. Wearing sparkling tops and posing on a zenlike pond, Eva, Yaya, and Amanda make it a hard decision for the judges. The final two take to a unique runway show. When the judge's deliberation is over, the winner is announced.

Supermodel Tyra Banks welcomes a new group of top model wannabes to Los Angeles, where some girls from the past are given a second chance, another finds herself stripping after a game of truth or dare and all of the girls showcase their best runway strut for Tyra, Jay Manuel and J. Alexander, on the premiere of the fourth Meanwhile, one of the girls tries to be the center of attention and stirs up trouble with the rest of the group. After a photo booth test shoot, some girls are sent home and the final 14 participants begin their journey to compete for the title of "...

The finalists are taken headfirst into their first challenge, a dramatic photoshoot where they pose as aliens taking over LA. One girl's attitude worsens during the makeovers when she is told she will not be having one. Tyra gives her a hair raising alternative.

The girls have a sporty runway challenge, and the winner walks away with something extra special. At elimination, one girls ends up in the hospital.

The girls are faced with a dual challenge. At the photo shoot, one girls breaks away from her usual habits, while another falls into a bad one.

When Jay greets them for their next photoshoot, the girls are surprised to learn they will be turned into a different ethnicity.

The girls are taught first hand how they shouldn't sign a contract without knowing what it is. Tyra gives them a few pointers about the business side of modeling, including that any agency that asks for money upfront is a scam. Later, the remaining girls get ready for an industry party for Covergirl Cosmetics which also serves as a secret competition. The photoshoot for the week is very wet and windy, and many of the girls have difficulty pulling a good pose.

Tyra gets upset with one of the girls, when she is sent home and she doesn't represent any sadness, while another girl, who is also eliminated, cries her eyes out.

The girls are put on the spot in this week's challenge. One girl has a hard time disassociating the photo shoot from her personal life.

The girls go to South Africa and learn about the country's fashion and history.

The girls make their own outfits out of items they find in the nature surrounding the place of the shoot.

One of the girls wins a dance challenge where her belief that she is special irritates the other contestants; then she and another girl get into a huge confrontation. Next, the models pose and dance with male models. Keenyah stops the photo shoot when she feels betrayed by one of the male models.

The three remaining finalists - Naima, Keenyah, and Kahlen - shoot a commercial for Cover Girl.

The fantastic four participate in a challenge where they must turn a traditional Chinese garment into their own. During the task, one model purposefully gives another bad advice. Later on, the ladies take part in a warrior-themed photo shoot and are photographed by Tyra herself.