Feeling like a NATURAL WOMAN - Cosmetics guru Laura Mercier shows career women how to look good without looking made up. She gives them some face time, too

Tereza McGuinn blended creamy Laura Mercier foundation into Sheri Russell's cheek, hiding the barely there blemishes on the financial planner's face.

Then McGuinn handed Russell, 59, an egg-shaped mini-sponge, giving her a chance to apply the makeup using the dab-and-roll technique that McGuinn just showed her.

It was all new to Russell, one of 14 women attending a $250 master class in Laura Mercier makeup Friday at Saks Fifth Avenue in Bala Cynwyd. "I never do it all myself," she said, of the full face that she ended up with.

Giving customers such personal service - McGuinn was brought in for the event by Mercier herself, who also appeared - is the makeup guru's latest attempt to keep her 10-year-old brand relevant in a cosmetics world that is bubbling over with product lines from makeup artists.

Master classes aren't a rarity. But when the head of a makeup line such as Mercier is on hand for meeting and greeting, it's a pretty big deal.

"The market is saturated," said Mercier, 47. "We are at a crucial point. How will we continue to grow and differentiate ourselves?"

Mercier's full eyebrows accentuate a perfectly smooth face. Pouty red lips give her a pretty look.

Her signature cosmetics line is an upscale brand, whose base is largely career women who like to wear makeup but don't want to look like it. Mercier makes 36 public appearances each year to find them.

"My products are designed to give women a natural look," Mercier said. "I show them how to use tools they have never used before."

At one time, brands created by makeup artists were all the rage. "There was a frenzy," in the late 1990s, when Francois Nars and Bobbi Brown released their lines, Mercier recalled.

In the last 10 years, however, makeup has changed dramatically. Top-notch skin care is more important than the "in" lipstick shade. Women are no longer loyal to products from Estee Lauder or Chanel, because foundations that match skin tones are plentiful.

Department-store makeup counter pretentiousness has all but disappeared as friendlier Sephora-like kiosks have become the industry norm.

Born in France, Mercier got her start by doing models' makeup for fashion shows. In the 1980s, she worked for Elizabeth Arden and did photo shoots for Glamour, Elle and Seventeen magazines. She also has worked as an exclusive makeup artist for celebrities, including Madonna.

In 1996, Mercier partnered with Texas businesswoman Janet Gurwitch and launched the Laura Mercier brand in 53 stores, including Neiman Marcus and Bergdorf Goodman. Her mini-compact "Secret Camouflage" became her best-selling item.

Today, Laura Mercier is sold in more than 400 stores worldwide, including in Japan, Scotland and England. Sales are in the millions of dollars.

While Mercier says her products are for women of all ages, older career women are at the core of her business, largely because they have the discretionary income to spend more than $50 on foundation.

And an important marketing tool for this niche involves holding the classes that ease women's fears of makeup. After all, this generation remembers when makeup counters were intimidating, and flaws were hidden, not celebrated. Not knowing what brush to use was a sign of ignorance.

"This is fun," said Ilene Beckman of Havertown, her hair held back with a headband as her artist applied eyeliner. "I could just do this all day."

After the 14 women got their faces primed - foundation applied, blemishes concealed, lines around the eye filed in - and ready for color, Mercier came out to talk to them:

Moisturizer is important. Masks are important. Use eye cream. Exfoliate. Exfoliate. Exfoliate. Color should be trend-less. And pink and red lips are universal.

"Makeup is more than a futile pastime," Mercier said. "When you don't know how to do the right makeup, you are sending the wrong message."

McGuinn finished applying Russell's face with soft lavender eye shadow and a nude lip. Russell preened in front of the handheld mirror as she readied to take the $250 worth of makeup - the cost of the class is applied to purchases - home.

"I feel pretty," she said, beaming.

Making Up With Laura Mercier

These tips come from Mercier's new book, Laura Mercier: The New Beauty Secrets, Your Ultimate Guide to a Flawless Face (Atria, $35).

Eyes: This holiday season, go for smudged purples, teals, sages and chocolate browns. Tone down the sparkle - the smoky eye is coming back with a vengeance.

Lips: Go for a bold, red lip. Lip liners should blend right in. Use gloss and stay away from matte.

Cheeks: Although it's trendy to dabble color on the apple of the cheeks for a flushed look, Mercier says that look "can be a bit too much for women of a certain age." When applying blush, use the flat of the brush, not the ball, and gradually bring the color up the side to the cheekbones.