In my opinion, Benefit has some of the cutest packaging/marketing. It's kitschy enough for the younger crowd but not too juvenile for those whose 20s are just a spot in the rear view mirror. Unfortunately, I have found that what is on the package is often more appealing than what is in it. The same goes for this mascara. There's nothing wrong with it. It's got a really nice, full brush (which I'm learning I prefer) and goes on pretty well. No significant smudging or flaking. However, there is nothing that makes it stand out either. It doesn't give the plumping effect of their "They're Real!" mascara. For $19 you can find something better or, you can get the same results with something from the drugstore.