I have the nicest, most thoughtful roommate in the world. This past Saturday, I woke up to a text message saying, "Hey, I bought you a box at the auction last night. I hope you like it." It turns out that he bought me a 1960's era, vintage Samsonite Train Case. It was gorgeous, and amazing, and.... then I opened it, and I realized that it was kind of gross.

But I'm a maker, and I wasn't about to let some dirt stop me from enjoying my gift.

I spent a chunk of Saturday redoing this beautiful vintage make-up box, which allowed me to both color coordinate the box to my preferred aesthetic AND retain the charm of the original case. Full disclosure, this is an entry for the Spotless Contest. If you like this Instructable, please vote for it. :)

Step 1: Inspect Your Find.

When you get a new project piece, it's important to inspect everything on or in it, just to see what sort of things you'll need to do to complete the project. This came straight from an auction, and it looked and smelled like something very mysterious. Inspection results (and casual internet sleuthing):

Exterior
- The outside of the box is upholstered with a dusty red vinyl with very few scratches.
- The fasteners are bright and shiny with the occasional specs of rust.
- The hinge is also has rust flecks.
- The handle is a foam substance, not vinyl. It might react negatively to other chemicals.
- The luggage tag is plastic and rubber, and yellowed with age/use. It needs to be discarded, but it lends to the vintage aesthetic, so a new one should be made.
Interior
- The mirror is dirty and smudged.
- There are about four screws missing from the assembly.
- A hinge cover (fabric) is missing from the inside of the case. I believe that's what the missing screws secured.
- The pockets and liner of the case are attached via several rivets all around the case. They are also stained with what looks like years of make-up and use.
- There are little white plastic stands inside of the case that support the removable plastic tray. They are also riveted in.
Accessories
- The plastic tray is injection molded, and the old make-up is caked into the surface. There's no easy way to clean it. It also requires caution, because it may or may not react to other chemicals.
- There are two little keys that come with the box. They feel like they are made out of tin. They're cute, but not durable, and I don't know if I'll ever need them.

Step 2: Clean What You Can.

I used Windex and paper towels to scrub off the outer layer of grime, and to brighten up the mirror. While this helped the box look better immediately, it also assisted in preparing the box for painting in a later step. Paint doesn't stick well to dirt, grease, or other residue.

Step 3: Rip Out Stained Old Liner.

Getting the old liner out was very easy, since it was essentially upholstered chipboard.

Pressing my thumb lightly on the rivet to make sure that it didn't snap out of the box as well, I reached into the gap between the liner and the box and tugged towards me. The cardboard just ripped, as seen in the second picture. I took special care when removing the liner from behind the two tray stands, since the aged plastic was in danger of snapping.

After the lining is removed, you should have what looks like a plain black plastic box.

Step 4: Use the Old Liner to Create New Templates.

It turned out that the liner was one piece! Essentially, very flexible chipboard had some very thin vinyl glued and sewn into it to create the lining. Because it was one piece, that meant that I could take advantage of the existing design and trace it onto the new materials.

I traced the overall shape of the design onto my sheet of black craft foam, and I cut out the base template. Additionally, I reasoned that the chipboard must have provided a necessary rigidity to the lining, so I cut out a bottom for the lining from 2 ply chipboard, and the front and back from 1 ply chipboard.

Step 5: Make Modifications to the New Liner.

When prepping the lining, I forgot to take into account that the thinner old lining was wedged underneath the tray stands. I didn't think that I'd be able to get the new craft foam and fabric lining back under there without breaking something, so I simply measured the template against the handles and cut little slots for the lining to fit around the handles.

Step 6: Cut Out and Secure Liner Reinforcements.

I cut out the chipboard bottom and facing sides, and I hot glued them into the appropriate place on my lining.

Step 7: Apply Fabric to the Visible Portion of the Liner.

I realized when I was documenting this project for this very Instructables that having the black craft foam lining in there by itself made it difficult to see any details within the box. I decided that I needed to add a beautiful, colorful coating to the foam, for visibility, and also because colors are just, the best. To keep this project simple, I decided not to sew anything, instead using hot glue to create my pressed seams.

Cut an oversized bottom for the liner out of shiny stretch vinyl - leftover from another project.
Hot glue around the edges of the craft foam "bottom", and smooth the vinyl over the glue to minimize wrinkles.
Cut an oversized front, back, and left and right sides out of your accent fabric - which in my case was a water resistant fabric I'd just gotten recently.
Seam those oversized pieces as described below:
1. Draw a straight line of hot glue where you're going to want the final seam line to be.
2. Align the fabric with the right side facing down onto the glue, with the bulk of the fabric resting in the center of the liner.
3. Smooth the fabric gently onto the glue.
4. Draw a straight bead of hot glue directly over the top of the last line of hot glue.
5. Flip and push the fabric back away from the center of the lining, pulling it taught against the initial seam line.
6. Smooth the wrong side of the fabric onto the cooling glue bead.
After you've fastened all the edges, it's time to hot glue upholster the fabric to the back side of the lining.
Start by flipping the whole lining over, and gluing around the edges of each craft foam flap.
Tightly wrap the fabric lining back over the edge of the craft foam lining, and secure it while the glue cools.
Clip any excess fabric off.

Important Tip: Try to only put hot glue on the edges of the craft foam, where you want your fabric to be firmly attached. If you glue towards the middle of the craft foam, it'll cause the fabric to bunch and gather oddly when you bend the lining to fit into the box.

Step 8: Fit the New Liner Inside the Make-Up Box.

Carefully fold up the liner without bending any of the chipboard reinforcements, and situate it inside the box. You shouldn't need glue to hold it down to the inside of the box, but you can use hot glue to better secure or arrange the fabric once the lining is in.

Step 9: Test Your Paint.

As usual, I used Montana Gold and Black paints for this project. They tend to be non-reactive, but it's always a great idea to double check in an inconspicuous area of the project.

Step 10: Mask the Shiny Hardware of the Makeup Box.

Use your masking tape to cover up all of the pieces of the box that you want to stay original color. I selectively masked all shiny objects on the box.

Step 11: Spray the Outside of the Make-up Box and the Tray Insert.

I used Montana Black - Whale, for the base coat of both of the box and the tray.

Because I wanted to avoid the box looking too flat, I sporadically used Montana Gold - Blue Magic to provide some highlights, depth, and visual interest.

Step 12: Remove the Masking Tape.

Peeling off masking tape to reveal pretty shiny pieces underneath is easily one of my favorite parts of any project.

Step 13: Touch-Up Painting.

Spraypaint can only do so much. Sometimes, after you peel off the tape, you've got to touch up areas that didn't get what they need.

Step 14: Cut and Secure Bottoms for the Removable Tray.

Finally, just to break up the monotony of the removable tray, I cut up some of my excess craft foam and hot glued it into the bottom of the tray sections.

To size the craft foam, I traced the tray walls through the foam, then trimmed the craft foam down slightly from those lines for a snug fit.

Step 15: Fill It Up and Enjoy!

It's a make-up box, so I've kept true to its original intentions of function. What started as a filthy, clunky box that didn't really match my style has transformed into an integral part of my daily life!