We investigate the stability and dynamics of three-dimensional limit-cycle states in flow past a circular cylinder using low-dimensional modelling. High-resolution direct numerical simulations are employed to obtain flow snapshots from which the most energetic modes are extracted using proper orthogonal decomposition. We show that the limit cycle is reproduced very accurately with only twenty three-dimensional modes. The addition of two-dimensional modes to the Karhunen–Loeve expansion basis improves the ability of the model to capture the three-dimensional bifurcation, including the discontinuity in the Strouhal number discovered experimentally.