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Ellen Payne, 49
Publishing Executive
Full disclosure: We found Ellen in our own cafeteria. She is Hearst Magazines' director of editorial operations. She is focused, firm, whip-smart…and decidedly reserved in her style. "There have been periods in my life when I was more in touch with my attractive, sensual side," she mused. "But I've morphed into the suburban soccer mom. Between a full-time job and three teenagers, I don't think a lot about hair, makeup, or clothes."

Ellen's metamorphosis began the next morning with a new haircolor. "Her blonde is almost beige, and it washes out her complexion," Ken explained. "Taking it a bit darker—with more rich, golden tones and thicker highlights—will actually make the color, and her skin, brighter." A few new layers in front made her narrow face appear a bit fuller and put more focus on her eyes ("so big, and the most gorgeous green-gold," Rebecca said). Cat's-eye liner—slightly elongated at the outer corners—made them look even wider. "I'm using a grayish brown instead of black, though, which would be too severe," Rebecca says. "You want people to notice the whole package, not just the makeup." A light caramel-tinted lip gloss, pink cream blush on the apples of her cheeks, and carefully groomed brows ("Blondes should keep them two shades darker than their hair, to help define the eyes," Eliza said), and Ellen officially achieved knockout status.

We did a double-take when she emerged in a champagne silk gown that seemed to melt over her figure—she was still strong, still commanding, but also resplendent and really sexy. After she vamped for our cameras, she went home for another shoot: Her husband and three daughters were so awed by her new look, they had to snap some shots of their own.

Dress, Domenico Vacca. Ring, Diamonair.

Jenny Bailly
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