We just finished making these for my children's class mates. This is a perfect rainy day project.
You will need:

Stiff decorated card stock paper (we painted ours a few weeks ago in anticipation of making our Valentines)
Google Eyes
Chenille Stems (pipe cleaners)
Pencils
Tacky glue
Sharpie Markers

Step 1: Make Your Face

Find some cool card stock weight paper, we painted ours.

We used our AccuCut to make our hearts. You can go old school and just fold your paper in half and make a heart. Use this heart as a stencil and trace the rest of your hearts, then cut them out.

Add some google eyes with tacky glue.
Let them dry

Step 2: Draw the Face

Use a Sharpie Marker to draw in some facial features.

Step 3: Punch Holes

Punch 2 holes in the heart. I did some on the outer lobes and some between the eyes.

So the outer holes looked more like arms and the closer one looked more like antennae.

Step 4: Attach the Pencil

Fold the chenille stem in half and put a dab of tacky glue on the fold.

Place the barrel (metal part) of the pencil in the fold and wrap the chenille stem around the barrel once.

Slide the ends of the chenille stem through the holes you punched in the heart.

Wrap the ends of the chenille stem around a dowel or another pencil to create the antennae