The language barrier became a critical issue as Teams made their way to Shanghai, China. Unable to properly communicate where they needed to go, long-distance dating couple Kris & Jon, uncharacteristically frustrated, fell to the back of the pack when their driver got lost on the way to the Roadblock and the Detour. Their only saving grace came when engaged models Freddy & Kendra exacted their revenge on formerly dating couple Adam & Rebecca by Yielding them to a last-place finish. However, Adam & Rebecca remained in the Race as this was the last pre-determined non-elimination leg.

SHANGHAI SURPRISE
Departing the Pit Stop in first place at 11:59 pm, Kris & Jon opened their clue to discover they must fly over 4,000 miles to Shanghai, China and make their way to Yu Yuan Gardens and search the grounds for the next Route Marker. Kris & Jon watched their lead dissolve as all four Teams booked tickets on the same Dragon Airlines flight to Shanghai.

Landing in Shanghai, Adam & Rebecca and Freddy & Kendra found taxis quickly, while dating actors Hayden & Aaron needed to exchange money. Kris & Jon instantly hit the language barrier as they struggled to communicate their need for a cab. Kris commented, "It's not their fault. It's our fault. We're in their country." Eventually, all four Teams arrived at the Yu Yuan Gardens to discover that it was closed until 8:30 the next morning, allowing them to find a hotel for a night's rest.

The next morning at 8:30, the four Teams walked through the lush garden labyrinth of stone walkways in search of the cluebox. While Hayden & Aaron ran into a dead end, Freddy & Kendra discovered the Route Marker first. Opening their clue, the pair learned they must travel by taxi to Yincheng Road in the area of Pudong. Once there, they must search the area around Huaneng Union Tower for their next clue, as well as the third and final Yield of the Race.

While Kris & Jon found a taxi with relative ease, the other three Teams struggled to flag one down. After being passed by a seemingly endless number of cabs, Freddy & Kendra finally got one to stop. On the experience, Kendra commented, "We flagged down empty taxis, and they would not stop. I'm not sure if they're just discriminating against us, or if there's something about the taxi service that we don't quite understand." After a frustrated Adam shouted, "Does anyone speak English?" Rebecca suggested he stop yelling, as it could come off as rude. Hayden, never one to be calm, didn't take very kindly to the cab that pulled over to tell her he couldn't take them. Muttering, "This is absolutely frickin' ridiculous," Hayden continued her search until she finally got a taxi to stop for her and Aaron, pushing Adam & Rebecca into last place.

PAYBACK
While Kris & Jon may have gotten their cab first, they became stuck in traffic, while Freddy & Kendra cruised to Huaneng Union Tower. In the cab, Kris commented, "There's a Yield ahead and Freddy & Kendra, they'll totally use it on us if they get there ahead of us." Kris' worrying was in vain, because as he stepped out of the taxi in search of the Route Marker, Freddy remarked, "Kris & Jon are a really strong Team, and we thought about Yielding them, but Adam & Rebecca need the payback." Arriving at the Yield, Freddy & Kendra indeed sought their revenge from two legs prior and Yielded Adam & Rebecca. A spiteful Freddy sniped, "I want them to taste it."

PANE-FUL EXPERIENCE
After exacting their revenge, Freddy & Kendra opened their next clue to find a Roadblock. In this Roadblock, one Team member must make their way to the top of a 40-story skyscraper, sit on a window washer's chair and lower themselves to the marked window below. Next, they must wash the glass until they revealed a written message. Once they thought they understood the message, they had to lower themselves to the ground and relay it to the supervisor to earn their next clue.

As Kendra and Aaron, electing to wash the window for their Teams, headed to the skyscraper, Adam & Rebecca pulled up to Huaneng Union Tower. After struggling to locate the Route Marker, the formerly dating couple finally arrived to find they had been Yielded, courtesy of Freddy & Kendra. Irritated at the situation, Adam remarked, "This is not strategy. This is revenge, and this is personal. I hope one of us kicks their ass for being stupid."

Meanwhile, Kris & Jon, though first into a taxi, finally arrived at the Roadblock because their cab driver apparently took a longer route. Shouting for their driver to stop after spotting the flag, Kris & Jon stepped out of the taxi for Kris to begin the window washing task. Noticing their agitated manner, Adam remarked, "That is the first time I've ever seen them get upset."
　

At the top of the skyscraper, Aaron took an early lead as he descended to the marked window and began washing it to reveal the hidden message. Kendra, having to face her fear of heights, asked for a hug from the safety instructor before lowering herself over the side of the immense building. As she lowered herself, she slightly panicked, yelling, "The wind is blowing!" As Kendra began to quell her fears, Aaron washed away the dirt to reveal the message, "Tai Chi," then descended to the bottom of the building to receive the next clue. Opening it, Hayden & Aaron learned they must make their way to the Monument of the People's Heroes on Shanghai's most popular mile, the Bund. Once there, Teams had to search through a group of tai chi performers for one of four masters holding their next clue. While Kendra had a frightening descent to the ground because of the winds, she happily completed it, allowing her and Freddy to jump in a taxi to the monument. While the pair had had trouble getting a taxi earlier, it was now not a problem, because rush hour had passed.

As Kris completed the Roadblock, the final sands fell through Adam & Rebecca's Yield hourglass, allowing Rebecca to run up to the top of the skyscraper in hopes of making up lost time. Initially, on the rooftop, Rebecca expressed some concern, saying, "It's such a high place, it makes your stomach go up into your mouth. It's horrible." Ultimately, Rebecca battled through the wind to uncover the tai chi message and descend safely back to Adam.

Arriving at the Monument of the People's Heroes, Hayden & Aaron searched for tai chi performers, finally finding them next to the waterfront. Trying to determine the tai chi master out of the similarly dressed performers proved daunting at first, but Hayden & Aaron, after a few wrong guesses, found their man. Opening their next clue, the dating actors learned that, with the help of a map, they must travel three miles to Jiangpu Road. Their next clue was waiting at the end of the road.

HEAVY BURDEN
After Freddy & Kendra and Kris & Jon each found a tai chi master, Hayden & Aaron arrived at the cluebox on Jiangpu Road to find a Detour. In this Detour, Teams had to choose between "Bricks" and "Ice." To complete Bricks, each Team member must use a traditional device to carry 300 clay bricks off a barge while balancing on a narrow wood plank. From there, they must stack the bricks on a wooden pallet to receive their next clue. Carrying the bricks would be physically demanding, but Teams would know exactly where they were going and could finish as quickly as their muscles would allow.

Teams choosing Ice must load two 220-pound ice blocks onto the back of flatbed tricycles and deliver them to a little-known fish market four streets away. Once there, they must break the ice into smaller pieces and place them in a tub to receive their next clue. Transporting the ice would take less strength, but finding the market and breaking up the ice could take a long time. Opting for Bricks, Hayden initially struggled with the heavy weight of the bricks, but managed to carry her first load with Aaron's help.

　

As Freddy & Kendra joined allies Hayden & Aaron at Bricks, Kris & Jon again encountered problems with their taxi driver. After the driver stopped at the wrong location, Jon lost his cool, remarking, "He says, 'Okay, okay, okay,' and he took us 10 blocks in the wrong direction. It's not okay, okay." Finally, Jon had to force the driver to stop to get his attention to ensure they were headed in the correct direction, shouting, "Homes, you were taking us in the wrong direction!"

As Kris & Jon finally arrived at the Detour to choose Bricks, Hayden & Aaron struggled to complete the task, with only 80 bricks left to transport. Hayden continued complaining to Aaron, wanting him to help her more. Meanwhile, Freddy & Kendra, working better together, closed the gap, having a little more than 100 bricks left to carry. After a lot of sweat and energy, Hayden & Aaron finally stacked the 300th brick to earn the next clue. Opening it, they learned they must proceed three miles to the roof of the Peace Hotel South, the Pit Stop for this leg of the Race.

As Freddy & Kendra completed the Detour, Adam & Rebecca arrived, setting up a last-place battle between them and Kris & Jon. The pressure got to Adam, who snapped at his partner after her words of encouragement, "I'm going to scream at you if you call me 'honey' one more time." Rebecca replied, "All right, ass." By working together, Kris & Jon maintained their lead, finishing the task before Adam & Rebecca, who again found themselves in last place. However, a strong finish by the formerly dating couple only put them minutes behind Kris & Jon.

Arriving at the Peace Hotel South in first place, Hayden & Aaron took the elevator to the rooftop, where host Phil Keoghan waited on the mat. For their first-place efforts, Hayden & Aaron won a vacation to beautiful Hawaii, compliments of American Airlines' website, AA.com. On his Team's strong showing, Aaron commented, "We're hitting our stride right now. When Hayden stays calm and we work together, we can't be beat."

ELIMINATION
After engaged models Freddy & Kendra checked in second, the cab race to the Pit Stop between Adam & Rebecca and Kris & Jon determined who might be eliminated. In the end, Kris & Jon overcame their bad luck with taxis to nab a third-place finish. Stepping onto the mat in last place, Adam & Rebecca received great news when Phil informed them they had not been eliminated from the Race as this was the last pre-determined non-elimination leg. Commenting on their biggest fault, Rebecca said, "I do feel Adam and I are a weaker Team purely based on our inability to communicate." Looking ahead to a leg beginning with no money, Adam remarked, "We're going to have to have the best leg we've had yet. No question."