TINSELTOWN SPYWITNESS.

Byline: Elizabeth Snead

ROWS OF CLOTHES: It was a fulfilling and fashionable evening at the Max Mara and Vanity Fair VIP cocktail/shopping party Tuesday night.

Stylin' Max Mara-clad ladies such as Jessica Capshaw (sexy black mini and blouse), Kelly Lynch (white T, low-cut jeans, short trench) and Peggy Lipton (rust flares, silk floral tunic, white trench), looking even hotter than in her ``Mod Squad'' heyday, came to the Max Mara boutique to sip, sup, socialize and shop.

And for a darn good cause. Portions of the sales proceeds go to the Fulfillment Fund's many mentoring, college-counseling, scholarship and internship programs for students with disabilities.

Fashion hound Lisa Rinna in a plunging gold silk Max Mara halter, had also been spotted at every single designer show during the recent Los Angeles fashion week. But she wasn't just shopping. She was stocking her brand-new women's clothing store, Belle Gray, located at 13812 Ventura Blvd., Sherman Oaks, which opens with a big bash on May 5.

``I found some great designers and amazing stuff,'' Rinna says of her L.A. buying bonanza. ``You can find a great pair of jeans, a top to wear to a club, a dress to go to a wedding, sunglasses, shoes, great gifts. It's been a dream to have my own store. It was a dream, then a vision, and now it's a reality.''

LO AND BEHOLD: Where does Jennifer Lopez get her all-over glow? No, not from fiance Ben Affleck. J.Lo's famous gleam comes from makeup artist Scott Barnes, a former portrait painter who got talked into doing makeup by a photographer. He met Lopez three years ago at an Instyle magazine shoot, did her makeup for her first album and is credited with her lighter look that glows on every red carpet.

At the recent Oscars, Lopez went vintage glam with a Valentino green silk gown just like the one Jackie Kennedy Onassis wore in the '70s. Barnes supplied her modern-retro Oscar face - individual lashes on upper and lower lids, Christian Dior Optic mascara, Dior Bronze face powder, a pale pink Dior lipstick and Diormania minty green eye shadow.

``I wanted to bring back that whole Hollywood goddess thing and have her look very Monte Carlo, very Liz Taylor in the Burton years,'' Barnes explains. ``I told her, 'You know, you are this generation's Hollywood sex goddess and style icon. You and Ben are just like Liz and Dick.' '' Well, Lopez does have a Taylor-esque taste for diamonds. But let's hope her relationship with Affleck is not as rocky as Liz and Dick's tumultuous on- and-off union.

Not everyone can afford to buy Barnes' personal attention. But take heart. His new beauty book, ``It's Only Makeup,'' along with an instruction DVD, is due out in July, right after his new line of skin-care products and cosmetics, Body Glow, hits the stores.

His best-selling item is bound to be Body Bling, a shimmer cream he developed for Lopez that will cost just $38 at Bergdorf Goodman and on QVC.

Here's a simple beauty tip he taught J.Lo: ``I have been using salt mixed in half a lemon on her elbows and knees for three years. It's simple and it works to lighten and soften the skin.''

Now that's what we call making lemon-aid.

CAPTION(S):

2 photos

Photo:

(1) RINNA: Belle of the ball.

Amy Graves/WireImage.com

(2) LOPEZ: Face facts.

Gus Ruelas/Staff Photographer