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Jeana Keough, 52
Jeana is a former Playboy model, a separated mother of three, and the most zaftig of the housewives. And by zaftig I only mean not skinny. She has a touch of the Earth Mother about her and is generous with advice. "Why don't you wear a little eye makeup?" she suggests to me as we wait for a shot to be set up. Jeana typically doesn't leave the house without a full-coverage foundation, eyeliner, shadow, mascara, blush, lip pencil, and a matte lipstick. She loves the old-world movie star look Paves gives her. But she isn't sure about losing her blonde streaks. "When you're blonde, you get more attention," she says wistfully, being the only brunette in the group.

The hair: "The ashy streaks in Jeana's hair aren't doing anything for her complexion," Paves says. Using his hairpieces, he gives Jeana a rich chestnut haircolor with caramel highlights, which instantly brightens her skin and makes her very blue eyes more vivid. Though Jeana is used to wearing extensions to add length and fullness, Paves cuts the hair to her shoulders and layers it around her face. "The shorter length with a side bang is more chic than long and straight," he says.

The makeup: For her transformation, Jeana wears a sheer foundation, which looks polished but not heavy; a rose powder blush; mauve shadow on her lids; brown liner smudged along the lashline; black mascara; and a neutral mauve lipstick. Her nails are rounded to a more natural shape and painted a deep plum.

The clothes: Jeana loves colors and prints, and showing off her body; the biggest challenge for a large-busted woman is how to look tastefully sexy, playing up her assets without letting them take over. (An underwire bra with lots of support works better to slim a silhouette than a push-up bra.) This two-button jacket, fitted at the rib cage, elongates Jeana's torso; the strong shoulder and fitted sleeves draw attention away from her chest. The jacket's tailoring highlights Jeana's curves—it's sexy but understated. Checking out her new cosmopolitan self, Jeana says, "I think it's really hot."

Blazer, Yves Saint Laurent. Blouse, Luciano Barbera. Pants, Lauren by Ralph Lauren. Necklace, Lanvin. Scarf, Banana Republic. Bracelet, Jarin Kasi for Jennifer Miller. Ring, David Yurman. Clutch, Tod's.

— Valerie Monroe

Now that you've seen the transformations, go behind the scenes with the stars and see O's beauty director Val Monroe get her own Orange County makeover!