This is some of the best mascara I have ever used in my life. I am really impressed. Usually waterproof mascara makes your lashes really hard. However, even after the first application and it dries your lashes, feel really soft. I went out on the boat with this mascara on, and definitely got water on my face and it did not run at all. This is like the best of all worlds for mascara. It is lengthening, and darkened your lashes nicely, it is waterproof, and your lashes don't feel fake and crusty. I highly recommend this mascara.