Foundation Challenge: to create a unique make-up to represent your personality, you must incorporate one object from the welcome party.
Men (Outer Space)
Matt and Royce
Emily and Izzy
Bryan and Carson
Sarah and Bethany
Spencer and Nigel
Marisa and Stephanie
Spotlight Challenge: In team of Boys vs Girls, to re-imagen the Nightmare Before Christmas characters; Jack Skellington, Sally, Oogie Boogie, and The Major, using a cohesive theme.
Reward: Choice of team in next spotlight challenge.
Top Looks: Sarah and Bethany
Bottom Looks: Spencer and Nigel
Episode 2: "Off the Deep End"
Bethany, Erik, and Izzy
Jennifer and Sarah
Emily and Royce
Carson and Spencer
Matt and Stephanie
Bryan and Marisa
Blue Ringed Octopus
Spotlight Challenge:In teams of 2 (and one team of 3), The artists must use an deep sea creature as inspiration for a waterproof make-up.
Top Looks: Matt and Stephanie, Jennifer and Sarah
Bottom Looks: Emily and Royce, Carson and Spencer
Episode 3: "Painting Bodies for life"
Crystal Zane & Genesis Vampire
Myron Daniel & Raine Earth Goddess
Aviana Rachael & Savannah Mutant
Candace Toast & Daniel Mummy
Sarah and Jennifer
Emily and Matt
Elephants at the zoo
Bethany and Marisa
field trip to an Aquarium
Carson and Erik
Royce and Bryan
Stephanie and Izzy
Foundation Challenge: In teams of 3, create a make-up based only on the contact lenses of the model. Only one artist works on the model at a time, and the others do not see the work until they have their turn in a relay race-like switch.
Spotlight Challenge: In teams of two, to create two of the people for camoflouging, and Painting.
Top Looks: Carson and Erik, Royce and Bryan
Low Teams: Stephanie and Izzy, Sarah and Jennifer
Episode 4: "A Sign of Horror"
Spotlight Challenge: After visiting the Griffith Observatory, create a unique horror film villain, using a zodiac sign as inspiration.
Top Looks: Matt, Marisa, Royce
Bottom Looks: Carson, Emily, Bryan
Episode 5: "A Man's Best Friend"
Foundation Challenge: Create a trauma makeup that makes it appear that someone was attacked by a fanged beast.
Bethany and Sarah
Carson and Erik
Jennifer and Royce
Bryan and Matt
Stephanie and Marisa
Airdate: February 9, 2011
Spotlight Challenge: To turn dog owners into dog-human hybrids using the breed of dog they own as inspiration.
Top Looks: Bethany and Sarah, Stephanie and Marisa
Bottom Looks: Jennifer and Royce, Bryan and Matt
Episode 6: "Three Is Better than One"
Foundation Challenge: Immediately after the previous episode's Spotlight challenge, the contestants are each given a runway model and give them a head to toe make-under so she looks like a " Wild woman
Spotlight Challenge: In teams of 3, make an old-age makeup to age a set of triplets, one to 50 years old, one to 75 years old, and another to 100 years old.
Top Looks: Erik, Marisa, Matt
Bottom Looks: Stephanie, Bethany, Bryan
Episode 7: "Check Mate"
Spotlight Challenge: make an alien species based on a chess piece.
Top Looks: Erik, Sarah, Royce
Bottom Looks: Matt, Carson, Stephanie
Eliminated: Carson, Stephanie
Episode 8: "Gridiron Gamble"
San Diego Chargers
St Lois Rams
Spotlight Challenge: contestants are to pick a NFL team and create a warrior that represents the team name.
Top Looks: Royce, Erik, Matt
Bottom Looks: Bethany, Marisa, Sarah
Episode 9: "Prehistoric Party"
Spotlight Challenge: After visiting the Natural History Museum of Los Angeles County for inspiration, contestants are to make an original human-dinosaur hybrid.
Eliminated: Erik, Bethany
Episode 10: "The Final Spotlight Challenge"
Sarah, Stephanie, Bryan
Bethany, Izzy, Jennifer
Emily, Erik, Carson
Spotlight Challenge: Create three original characters, using either Action, science fiction, or post-apocoliptic as a theme, that will perform a dance routine choreographed by Lindsey & Craig to the track "Cinema" by Benny Benassi featuring Gary Go at the Alex Theatre in Glendale.