The All-Stars are given the most difficult challenge yet, as they are asked to write and sing a song about their lives, with a surprising twist. A few of the models struggle with the task and reach emotional breaking points. Once the song is complete, rapper Game steps in to direct the women in music videos based on their songs. André Leon Tally and Nigel Barker join guest judge rapper Game and Tyra Banks on the judges' panel for the elimination.

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