Hosted by model Kim Alexis, twenty women compete to become the next great supermodel 35 years or older.

[1] Celebrity judges, Robert Verdi, Sean Patterson and Roshumba Williams, whittle down the cast of twenty until they find the one who has 'the look'.

Ten finalists were then selected to live in a loft and compete in challenges such as photo shoots, runway competitions and tests on their fashion sense.

(ages stated are at time of contest) On September 16, 2008, TV Land announced casting for Season 2 of the series.

(ages stated are at time of contest) On August 25, 2010, TV Land aired the first episode of the new season of the series.