Cuban selects three of the remaining 13 contestants and has them pick teams. Linda, Shawn and Dominic make their picks. The result is 3 groups of 4 and Kathy is the odd man out. She becomes the fourth eliminated.
Next the billionaire tells the three teams that they each get to plan three hours of his time. He'll give them $2,500 and do whatever they want, but warns, ""Don't waste my time."" Linda's team takes him to the Scottish Rite children's hospital in Dallas. As it turns out that is a place that Cuban visits with regularity. Dominic's team takes Mark to an arcade. He enjoys himself greatly. The third team, Shawn's, visited ""Speed Zone"" but did not use all three hours. As a result Mark says that 2 of them will go home.
William, Latane, Shawn, and Mario all go to determine their fate. They are each interviewed by a group of 3 second-graders. The kids decide to get rid of Mario and William. 10 hopefuls remain...
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