Cycle five premieres with 13 new aspiring models competing in an impromptu fashion show. This season the girls will live together in a Bel Air mansion. Former model Twiggy joins the judges to replace Janice Dickinson.

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The remaining girls go and get a makeover. Cassandra, cries about her new short hair, not knowing it was a mistake.

At the photo shoot, the girls pair up and go head to head for the best picture. Kim, surprises the judges and J mentions she really needed a miracle.

Sarah and Kim's relationship heats up while Cassandra's getting hot and bothered by her short hair, and not in a good way. The girls learn how to walk the walk, especially on a moving platform and learn to runaway from the evil fashion police witch.