EYE CANDY

Pass on run-of-the-mill basic browns and opt for rich updates instead. Tops on our list are warm, sheer toffee tones (left), as well as those tinged with a bit of metallic, like a rich topaz. We also like the new crop of iridescents that mix brown with vivid color and a touch of pearl. On the smoky side, colors are cool and woodsy (far left). When paired with such sultry accents as a copper or matte navy liner, these palettes become even edgier.

SWEET CHEEKS

Summer's hint of color on the apples of the cheeks has been given the brush-off; in its place comes a soft sweep of color placed high on the cheekbone. Warm cheeks anchor the face of fall, giving it a subtle definition that pulls the entire look together.

LUSCIOUS LIPS

A broad range of colors--from honeyed pales to deep espresso--dominated the runways. And the news on everyone's tips B that matte and soft satin finishes have upstaged last season's wet look.

[ILLUSTRATION OMITTED]

cheeks

The softly sculpted cheek, in browned hues, is one of the most graceful statements of the season

THE NEWS

Cheek color is essential to fall's nude-and-improved color palette. It breaks up the monotony of earth tones, adding dimension to the face. Here's how to play it up:

* Color: Look to sun-baked neutrals from butterscotch to brick, or brown-based hues such as muted roses or tawny oranges.

* Texture: The one you choose should be determined by your desired finish. For a luminous veil of color, gel sticks are best. For a soft wash, look to creams, and for a glamorous touch, powders can't be beat.

* Technique: Place cheek color high on the bone and extend it to the hairline. With cheek powder, use a large blush brush to sweep on color, starting at the beginning of the cheekbone and continuing upward. For creams and gels, apply product with a large wedge sponge, and blend, blend, blend!

"Most of us don't turn red or flush at the cheeks, which is why cheek color with browned undertones is so much more complementary on brown skin than traditional reds or pinks. They make our skin glow in a very natural way."

--Sam Fine. celebrity makeup artist samfine.com

Rich Picks

1. Tarte Cheek Stain in Sunkissed, $26, tartecosmetics.com.

2. Laura Mercier Lady Luxe Creme Cheek Colour in Riviera, $22, (888) MERCIER.

3. Pretty Pretty Face & Body Bronzing Powder in Filomena, $26, pretty2.com.

4. Trish McEvoy Blush in Perfect, $19, (800) 431-4306.

5. Make Up For Ever Powder Blush in #48, $15. (877) 757-5175.

6. Stila Color Push-Ups in Nude Flash, $20. (877) 565-1299.

7. Stila Color Push-Ups in Bronze Flash. $20, (877) 565-1299.

[ILLUSTRATIONS OMITTED]

eyes

Light and sheer, deep and well-defined--fall's new looks are worth warming up to

THE NEWS

It's a season dominated by surprising mixes of extreme shine and rich velvets. Textures also vary, with satiny eyeliners bordering whisper-weight eye shadows. The way to work it:

* Color: Earthy neutrals, from camel to raisin, suit just about everybody. High-voltage iridescents are also hot. Turn to olive, burgundy or bronze for a hit of wearable color. And the smoky smoldering eye has been reworked in woody tones as light as taupe, as deep as mink.

* Texture: It's all in the mix. Pick a cream, powder or gloss. Look to liners, both liquid and pencil, to add an ultrafeminine touch. In all cases it's time to embrace thickening mascaras--lush dark lashes are a must.

* Technique: Choose your eye style. (1) Play it straight with a single wash of color from lid to crease. (2) Take it to the next level and line, define and highlight with a combo of shades and/or textures. Line the top lid only, define the crease with a deep rich hue and highlight beneath the outer end of the brow bone. (3) Go for high drama by sweeping shadow from lid to brow, continuing the color beneath your lower lashes. Complete the look by rimming your lid with liquid liner or rimming top and bottom lids with a pencil.

"This season try using a brown eyeliner or shadow wherever you might have traditionally used black or gray. it'd less harsh and easy to work with or without accents of colors."