Need proof that subtlety is more alluring than in-your-face sexiness? Witness Megan Fox, who showed off a ladylike style at Spike TV's Scream Awards this weekend. With her long locks tucked away to create the illusion of a bob (here's how), she looked sophisticated and poised. Her toned-down makeup also highlighted her features in a flattering way. Want to re-create her makeup look? Just keep reading.
Makeup artist Angela Levin began by moisturizing Megan's face. From there, she followed these steps: FACE: Start by applying foundation and concealing any blemishes, then set it with a translucent powder. Levin used RCMA base KO-1 and set it with Chanel Poudre Cristalline powder on the forehead and jaw line.
EYES: This look is all about warm, golden brown tones. Levin used Chanel Quadra eye shadow in Variations. Highlight your eyes by sweeping a pale pinky-beige eye shadow underneath the brow bone, then apply a gold shadow on the eyelid. Use a sand shade in the area between eyelid and brow bone. To create definition, use a dark plummy brown eye shadow in the crease and under the lower lash line. (Levin used the limited-edition Chanel Soft Touch eye shadow in Magic Night; for another option, try MAC eye shadow in Sketch.) Levin also used Sue Devitt Eye Intensifier pencil in Tanzania to define the eye, then applied black mascara and groomed brows.
LIPS: Apply a creamy pink lipstick. Megan Fox wore Chanel Rouge Allure lipstick in Darling.

















Jil Sander
The first step should read "spackle" your foundation on.
1I don't seee spackled foundation at all. I think this looks is actually pretty tasteful.
2Megan Fox bugs me, but I think she looks lovely here
3I was expecting something overdone, but I like this look.
4I am also surprised, this is really classy and lovely. And she has a pretty face, of course.
5Ever since some commentors here mentioned that Megan Fox has been cosmetically enhanced I'm confused about her looks. That is so rare for me!
It clouds my perception of her, I don't know if she is pretty or not or if she looks plasticy. If I believe it I would think she has cheek implants. But I'm not sure.
If she is natural than I guess she has a great face but again I'm not sure. Anyone else feel this way?
I feel bad though, this isn't a place to discuss or dissect her looks and debate anything, it's about her makeup. It's def sublte but I would have to see a video clip of the actual event to know how it looked. I prefer this to her usual look too.
6Actually, she has terrible skin and any HD photos of her always show very, very heavy foundation. It is never noticeable in these low quality photos.
7love her eyebrows.
8I think this is a really pretty look for her! I definitely prefer it to her usual full-on sexiness. And...as someone who deals with annoying adult acne, I find it sad that people are criticizing her for having thick, heavy foundation. I'm sure she cannot help it. It's not fun when you have to choose between wearing light, breezy foundation but having blemishes blaring on your face, or having imperfections covered up with heavy, caked-on foundation. Besides, imperfections such as these make celebrities much more human in my eyes.
9She has really pretty eyes.
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