This semi-final round featured twelve of this season's 24 winners. The two contestants remaining at the end of this episode would win a new 2004 Mazda RX-8 and advance to the final episode where they would compete with the two winners of the next semi-final episode for the title of Fear Factor Grand Champion and $100,000.

Stunt #1 (Head-to-head floor drop) Contestants would be inside a Plexiglas box over 100 feet above the ground. Going two at a time with a divider between them, they would have to search through 20 keys on the wall and find the correct key to unlock a box and pull a ripcord. The first contestant to pull the ripcord would drop the bottom out from their opponent's side of the box. The winner of each race would advance to the next round, the loser would be eliminated.

Stunt #2 (Milk the Goat) Going two at a time, contestants would have to use their mouths to suck milk from the udder of a live goat and spit it into a glass. Once they had filled the glass to a line,