An unexpected turn of events sees one girl leaving the competition for good. The girls take part in their first runway show for Kleinfeld Bridal, and they must walk in couture bridal gowns on a grand staircase. After the winning team is revealed, it's goodbye for another one of the wannabe models.

Supermodels Coco Rocha, Karolina Kurkova, and Naomi Campbell begin their search for 'The Face'. The final three teams are selected, and the hopefuls move one step closer to the ultimate prize.

The final twelve move into their new loft in New York City, and they are coached through their very first campaign photo shoot by their supermodel mentors. The goal is to create an ad campaign worthy of being featured on the pages of W Magazine.

The remaining contestants undergo a challenge for Vogue Eyewear, and pressure mounts as bickering begins to ravage Team Naomi. For the shoot, the models must perform a commercial in Cosabella lingerie with their teammates.

The eight remaining models prepare for a dancing challenge, and must later shoot for a Marshall's lookbook with their teammates. The arguments between Jocelyn and Sandra reach an all-time high when Naomi steps in to intervene, and a shocking elimination catches one team by surprise.

The hopefuls prepare for their latest test shoot challenge — shooting a commercial for Christian Louboutin shoes. Tempers flare when one model threatens to leave the competition. For the campaign, the teams must write their own scripts and direct a commercial in which they attempt to sell miscellaneous items from Opensky.com.

The girls learn about the double elimination that will be taking place, and prepare to win the final campaign that will assure them a place in the finale. After the glitz and glamour of the red carpet and a surprise interview conducted by Wendy Williams, the winning coach must decide which two girls will be sent home.

The remaining four contestants take part in their final shoot for ULTA beauty. One last surprise elimination sees only three of the models put through to the final task, which is walking in the runway for a Zac Posen fashion show.

The season kicks off as the twelve finalists meet their mentors Anne Vyalitsyna, Lydia Hearst, and Naomi Campbell in Bryant Park, where they are divided into three teams of four. Later, they must pose together behind a storefront window in a campaign for Juicy Couture. The winning team is revealed, and one of the model hopefuls has her dreams cut short.

The aspiring models receive make overs at the Frédéric Fekkai salon. For the campaign, the models must pose nude in a shoot for the brand's website. Drama escalates after Naomi calls out one of her models, throwing her into conflict with the rest of the girls. After her team is revealed to be the winner of the campaign, Naomi becomes critical of the two models the losing mentors have chosen to send into the elimination room.

Naomi attacks Anne and Lydia for choosing their only black models to be put on the chopping block after the racial controversy in the previous episode. The girls later meet Tyson Beckford for a catwalk lesson challenge in preparation for an upcoming runway show. For the campaign, the models must walk on top of a banquet table catwalk in Pamella Roland gowns. The episode culminates in the emotional breakdown of one of the contestants, and for the first time ever, one of the coaches barges into the elimination room mid-ceremony.

The test shoots are thrown out the window as the models are told that they will have to take on the rest of the campaigns unprepared. After the news are revealed the contestants are introduced to their client for the campaign, the CEO of lifestyle brand Alex and Ani, Giovanni Feroce. The goal for the shoot is to create a thirty-second commercial in just one take. Back in the loft, a feud takes place between two of the models.

The teams must once again take part in a video campaign, much to the dismay of team Lydia's Allison. The goal is to create a thirty-second viral video with a dance routine that will generate buzz towards the featured brand, Libeskind Berlin. Karen Elson makes a guest appearance to help the models create the best commercial possible. Team Anne V snags their third consecutive win, and Anne must once again decide the fate of one of the hopefuls.

Nigel Barker introduces the models to drag superstar RuPaul, who teaches the girls about gender role reversal. For the campaign, the mentors pose in front of the camera with their models for a photo shoot that will be featured on Elle.com's website. Team Anne's winning streak finally comes to a halt, and in the elimination room, one of the contestants wishes she could switch teams.

The models pose intimately with complete strangers, in a sexy lingerie campaign for Fleur du Mal. They'll need to find chemistry with their male models in order to stay in the competition. Lydia steps up her game with a more forceful technique.

The models shoot a jewelry commercial for Chopard. They must remain composed while running in 10 inch heels and dressed in restrictive dresses made by Lady Gaga's favorite designer, Iris Van Herpen. Afiya and Naomi don't see eye to eye.

The models' composure is tested when they deliver a speech in front of a room full of press. When something catches the models off guard, one loses face with her coach and has a hard time recovering.

The remaining models must dazzle Frederic Fekkai in three of the most difficult challenges yet. In the end, only one will become a spokesperson and ambassador for Frédéric Fekkai's 2014 national ad campaign and win a coveted spread in the July issue of Elle.