Paula Abdul

Paula Abdul Plays Makeup Model in Atlanta

By Lori Rozsa

10/11/2007 at 08:00 AM EDT

Celebrity makeup artist Billy B had a surprise volunteer to model for his beauty seminar in Atlanta over the weekend: Paula Abdul.

"She slipped in the back of the class unnoticed, and when I said I'd like to introduce my model, people's jaws dropped to the floor," Billy B told PEOPLE. "I had heard through the grapevine that Paula was interested in working with me, but we had not been able to connect" – until now.

Abdul was in Atlanta for America Idol auditions when she read that Billy B's American Beauty Tour was going to be at the W Atlanta Perimeter Hotel during the same weekend. Billy B has worked with stars such as Sandra Bullock, Sharon Stone, Kate Winslet and Mariah Carey.

"I got an e-mail saying that Paula Abdul was looking for me, and, of course I thought it was a joke," Billy B said. "But I called back and indeed, it was not a joke. I was flattered, obviously. I spoke to Paula and she said, 'I want to be your model.' I was like, 'Really?' She said, 'Yes, I think it'll be fun.' I said, 'Are you sure you won't mind, because there will be 30 people in the class.' "

In fact, Billy B said, the Idol judge turned out to be an attentive model and student. "She was trying to keep track of what I was using, and how I was applying it," he said. "She would actually get up and show the other women at the seminar what I was doing – how the eyeliner looked, that sort of thing."

The makeup guru added, "She has gorgeous skin. She's a girly girl – she loves makeup – so it was really fun to work with her."

A spokesman for Adbul told PEOPLE: "She really had a great time. She said it was a lot of fun."

According to Billy B Abdul was "charming and sweet and very accessible and normal to everyone" – even when it came to photos. Billy B requested that seminar-goers refrain from taking pictures of the unmade-up Abdul or of the makeover process, but Abdul didn't hesitate to pose when he was done.

"When I'm speaking I find it very distracting when people are taking pictures," he said. "Paula took photos with everyone there. She signed autographs, she stayed the entire time."