After being scouted in Dallas, Gillian worries about leaving her dad behind as he battles cancer. Jennifer's overbearing mom-ager may keep her from reaching her modeling dreams.

Bar Refaeli offers advice to Valenteen, a model with an opinion on everything. Paige scouts Kelsie in a parking lot, a girl with a troubled past looking for a second chance.

Nicole lets Kristen in on a secret - potentially putting her modeling career in jeopardy. While scouting at the mall, Erin finds Amber, a fresh face, perfect to be sent to NYC.

Model scout Stacie is surprised to find out that her new discovery, Amy, has a twin sister. Jillian has huge potential, but she worries about moving away from her boyfriend.

Cheyann, a small town beauty, suffers from a lack of confidence. Gina's unique features get her a ticket to NYC, but she struggles to leave her family behind in Utah.

Lindsay's religious upbringing clashes with the edgy lifestyle of a high fashion model. Amber must decide what she can't live without: her boyfriend, or a modeling career.

Scouted at a fast food restaurant, Marissa isn't sure she has what it takes to be a model in NYC. Art school student Hallie might not be ready to commit to modeling fulltime.