ONE MODEL SHARES A PLAYFUL KISS WITH ANOTHER, AND SOME OF THE GIRLS BECOME FRANTIC AFTER GETTING LOST WHILE EN ROUTE TO SEE NEW YORK'S TOP FASHION DESIGNERS, ON "AMERICA�S NEXT TOP MODEL," WEDNESDAY, NOV. 3 AT 8:00 PM

Top Model Favorite J. Alexander Returns, Photographer Davide Cernuschi and Renown Fashion Designers Nicole Miller, Nanette Lepore, Diane Von Furstenberg and Cynthia Rowley Make Special Appearances, Designer Marc Bouwer Serves as Guest Judge

"The Girl Who Forgot Her Shoes" -- One of the models seems to be loosening up around the others, so much so that she shares a playful kiss with another. Meanwhile, Tyra Banks sends the ladies to be evaluated by some of New York�s top fashion designers, including Nicole Miller, Cynthia Rowley, Diane von Furstenberg, Nanette Lepore, and Marc Bouwer, but the appointments turn into a disaster for some after they get lost trying to help one model buy shoes, on AMERICA�S NEXT TOP MODEL, Wednesday, Nov. 3 (8:00-9:00 PM, ET/PT) on UPN. Designer Marc Bouwer serves as guest judge. Special guests include photographer Davide Cernuschi, fashion designers Nicole Miller, Nanette Lepore, Diane Von Furstenberg and Cynthia Rowley and runway trainer J. Alexander.

Meanwhile, the girls face a challenging photo shoot in which they are transformed into two drastically different characters and pose opposite "themselves" in the same photo. One of the remaining 8 models is eliminated. The winner of UPN�s AMERICA�S NEXT TOP MODEL will have the opportunity to be managed by Ford Models. She will also receive a $100,000 contract with cosmetics giant CoverGirl. Finally, the winner will appear in a fashion spread in Elle magazine.

PARTICIPANTS:
Amanda, mother; age 25 of Hendersonville, N.C.
Ann, student; age 21 of Erie, Pa.
Cassie, student; age 19 of Norman, Okla.
Eva, student; age 19 of Los Angeles
Jennipher, bartender; age 22 of Pocatello, Idaho
Julie, student; age 20 of Kent, Wash.
Kelle, online art gallery owner; age 19 of New York
Kristi, student; age 20 of St. Louis
Leah, sales associate; age 24 of Oklahoma City
Magdalena, nursing student; age 24 of Worcester, Mass.
Nicole, former punk rocker; age 21 of Minot, N.D.
Norelle, sales associate; age 20 of Newport Beach, Calif.
Toccara, student; age 22 of Dayton, Ohio
Yaya, student; age 21 of Harlem, N.Y.

RATING: To Be Announced