In this episode, the girls learned about improv by attending a workshop at The Groundlings. Later, the girls put their skills to use in a challenge led by Nick Cannon. In lieu of a photoshoot that week, the girls once again had to utilize their improv skills in a commercial shoot for CoverGirl.

The models are tasked with mastering the ultimate hair whip for a wind-blown photo shoot. One girl is given a penalty and is allowed only five frames to capture the perfect image. Later, Nick Cannon gives the models a chance to be the face of his new ad campaign.