The contestants are shocked when Ryan and Rima return to the house after surviving elimination. Mickael, in particular, is furious that Ryan would outlast a veteran like Matt.
The next morning Bill sends the contestants on a grueling run that clearly separates the weak from the strong. Luke comes in first, Rima beats all of the girls and even some of the boys, Michelle's body starts to fail her, and Eric's poor physical condition puts him in last place.
With no time to recover, the contestants are sent to the gym for a hardcore training session. In Trish's group Michelle continues to struggle, and it's obvious that her head is not in the game. In Bill's group Mickael shows sloppy technique and is sent back to work with the beginners.
Steve rewards rising star Luke by locking up with him in the ring. Luke is on cloud nine as everyone looks on with jealousy. Special guest, Big Show, makes a surprise visit to the gym and watches the kids at work. He singles out Eric for a chat, expressing disappointment in his lack of conditioning. Later that night Michelle calls home and has a meltdown when she learns her daughter isn't there, and it's clear the contest is starting to wear on her.
On day two as the contestants warm up, Steve enters to announce the life lesson. But Michelle interrupts and announces she's quitting! Her daughter is more important to her than the competition – a decision Steve says he respects.
Out on the field, the rest of the contestants take on a new Life Lesson – learn a cheerleading drill AND perform it at Universal City Walk! Trish brings in former WWE diva and NFL cheerleader Stacy Keibler to help coach the contestants. A toothless Jeremiah steals the show, while Rima continues to struggle, taking an embarrassing fall in front of the crowd.
On day three it's time for the Skills Challenge: Chain of Command. Before they begin, Rima approaches Bill and asks for some one-on-one training time, to which he agrees. Steve sets up the challenge, and after each round people will be cut based on poor technique until only one remains. Rima and Mickael are cut in the first round, and shockingly Luke is cut in the second. In round three Ryan falls back on the hokey schtick he's been warned about, which results in him being booted. Martin and Eric, who has made an incredible turnaround since his talk with Big Show, steal the trainers respect when they are the last two standing.
But it is Martin who is declared the winner, emerging as a new contender against Luke.
Steve and the trainers announce the bottom three – Ryan, Rima and Mickael.
Back at the house Rima is furious, and Mickael is beyond pissed that he has been lumped in the same category as Ryan. In frustration, he strips Ryan's bed saying he won't need it since he'll be the one going home tonight.
At the elimination, Steve is impressed that Rima asked for one-on-one help. Steve promises her she will get it, and soon, sending her back to the house to get ready. Steve pits rivals Ryan and Mickael against each other in a promo duel. Mickael simply sounds desperate while Ryan finally shows some fire, and Steve sends a stunned Mickael home.
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