Lijha Stewart, Makeup Forever's Head Makeup Artist, joins McKenzie in the lab today to judge the contestants' Foundation Challenge of taking a storybook heroine and making her a bad girl. Lijha counsels the artists to ground the transformation in an element of the story, and both Wayne and Eric F. do that very well. Wayne chose Little Miss Muffet as his inspiration, and incorporated a spidery paint job as well as dark fangs to his bad girl. Eric F., whose inspiration was Little Red Riding Hood, transformed his lady into a werewolf victim halfway through metamorphosis. Lijha is impressed by both of these looks, but awards the top prize to Eric F. for his speed and imagination. Not only does Eric have immunity going into the Spotlight Challenge, but he also won a makeup kit filled with Makeup Forever's products.
When the artists next walk into the lab, they see McKenzie standing in front of several monitors displaying brightly colored patterns. At random, they choose a pattern, but in classic Face Off style, there's a twist – these images were electron microscope scans of various bugs, and the assignment is to create an insect hybrid incorporating both the insect and the microscopic image.
Autumn is thrilled to have a funky beetle and moves ahead with inspiration, but Anthony, who chose an ant, finds his imagination dry for this subject. He does what he can, but he knows from the start that he'll be in bottom looks. Meagan is worried about making her character – a highly colored moth – look too much like a butterfly, so she goes heavy on the fur, but when it comes time to paint the wings, her fear gets in her way and she loses sight of her design. Wayne is working on a firefly character, and makes the stellar choices to illuminate the glowing body from within, build antennae that the actor can manipulate with his face, and sculpt the facial prosthetic in such a way that the actor's eyes are hidden, but his vision unobstructed. Kris, who couldn't find close-up images of his butterfly's abdomen, took a chance and created his own vision for that section, complete with an inspired paint job.
The judges feel that Wayne's design was genius, but since he made the regrettable mistake of leaving a key element at the lab and thus not completing the challenge, they award the top prize to Kris, who also had a knockout concept. Anthony, Meagan, and Alam find themselves on the bottom, and when Anthony jokingly promises to do better next time, Glenn gives him a sharp rebuke that there may not be a next time. After deliberation, the judges decide that Alam must go home – her color choices seemed to be almost random and many of her design elements were incoherent. But surviving to the sixth challenge is no mean feat and, as Alam says, a great way to start a career.
The artists must take fairy tale staples like ogres and faeries and reimagine them as high school students.