The modeling competition begins for a second season with a new host, Jay Manuel. Jay meets with the candidates and they are in for a BIG surprise. This week they get exposed by Celebrity Photographer Paul Alexander for their first photo shoot. Friends are made and rivals are formed.

The girls get a makeover and give their looks a whirl. Photographer Daniel Lim takes creature-themed shots in this weeks photo shoot. The models their strengths and weaknesses are beginning to reveal while the competition heats up.

The girls get surprised when Jay brings in an entourage of hockey players. The models visit MuchMusic where they get unveiled their musical challenge. Jealousness starts to surface amongst the candidates.

As the competition continues, the remaining 7 meet with Jeanne Beker for media training. From interviewee to interviewer, find out who could keep up an who was lacking. Also, a glamorous photo shoot and a suprise visit from the hockey team awaits the girls. Who will get eliminated next?

The girls hit the gym for an intense spin class with Stacey Mackenzie and trainer Chris. Later the girls have a one on one talk with Jay where he gives them all advice on what they each need to improve. Then it's back to Stacey who takes the girls to Flirty Girl Fitness where they take a pole-dancing class. Finally in the photo shoot the girls are set to tackle an editorial concept while jumping on a trampoline.

The remaining 5 girls are set about on go-sees each hoping to outshine the other. One girls becomes frustrated after being called 'average'. Another girls kicks herself for misunderstanding the rules. Then a photo shoot in the freezing cold with Nigel Barker pushes the girls to show sexy, strong confidence.

The models are instructed to pose as live mannequins and later do a cover try for fashion magazine. A challenge win brings a surprise visitor for one of the girls.