"I started by prepping her skin with Olay's new Regenerist Luminous Tone Perfecting Cream ($30). This is perfect to use under makeup as it delivers lots of moisture but still feels lightweight and foundation glides smoothly over it," he told us.

"Once the moisturizer had absorbed, I got to work on the skin. Since we were going for maximum "glow" I mixed equal parts COVERGIRL BB cream ($6) and COVERGIRL TruBLEND Liquid Foundation ($10) on the back of my palm before buffing it all over her face and neck with a soft brush for sheer coverage and a polished glow," Bailey explaiend.

"I started the eye look by painting a delicate line onto her lashline and a subtle "cat eye" wing in the outer corners of her eyes using COVERGIRL Bombshell Liquid Liner ($7). I then coated her lashes with Bombshell Volume Mascara ($12), top and bottom. I used the first coat to get that volumized look, and then applied the second coat for the intense jet black wet lash look," Jake said. "I then applied Bombshell Shine Shadow in Gold Goddess ($8) into the crease of Katy's eyelid and highlighted her lids and browbones with Flamed Out Shadow in Blazing White ($4). I finished the eye look with a strong brow and a coat of clear mascara to hold them in place."

"Once I finished with the eyes, I warmed and highlighted her complexion using COVERGIRL TruMAGIC Sunkisser and Luminizer ($6 each). I blended the Sunkisser along the hairline and into the hollows of the cheeks to add warmth and dimension," Bailey noted. "I then took the Luminizer and used it to add a golden glow to Katy's cheekbones, tip of her nose, and just above the cupid's bow of her lips. Once I set the makeup with COVERGIRL + Olay Pressed Powder ($10), I dusted a little bit of shimmery coral blush on the apples of her cheeks.

And for Katy's lips? "I finished the look with a fresh coral/pink shade called "Heavenly" from the COVERGIRL LipPerfection ($6) collection and tipped it with a touch of balm for extra shine," Jake exlplained.

Dark Horse Makeup

Once Katy walked the red carpet, it was time to take her into the performance look. "The performance was going to be dark and dramatic so we needed to make a change, but had very little time," Jake said.  "I made a quick change by adding a strip of spidery false lashes and adding another coat of Bombshell Mascara for extra intensity. I took my COVERGIRL Bombshell Liquid Liner and extended her eyeliner outward to look a little more 'wicked,'" he said.

"The fastest way to dramatically change your look is always the lips," the artist noted. "We went from a fresh coral pink to a deep cranberry and she was instantly transformed from an ethereal red carpet bombshell, into a sultry witch. The shade we chose was "Euphoria" also from COVERGIRL LipPerfection ($6). Katy liked the color so much that she kept it on for the rest of the show as it went perfectly with her post performance outfit."

Nails

"Celebrity manicurist, Kimmie Kyees got Perry's tips in tip-top shape for the Grammys. "Katy wanted something really simple and chic to go with her red carpet dress and her performance look," Kimmie explaiend. "We chose a light pink shade called "Everbloom" from the COVERGIRL Outlast Nail Gloss ($5) collection. It offered just a subtle hint of color to keep the focus on her gown and flawless face."

What did you think of Katy's makeup for music's biggest night? Let us know with a note below!