Thirty-three aspiring models board a Caribbean cruise ship and are immediately greeted by their cruise director, J. Alexander. Tyra surprises the girls with a lounge singing performance, and the competition gets tough as strong personalities rise and the catfights begin. One model gets sick and one model is hated by the rest of the group. Meanwhile, the models must participate in a life jacket runway walk and a beach photo shoot. Later, Tyra, Jay Manuel and J. Alexander deliberate and Tyra names the 13 finalists.