not flake proof nor waterproof [SEP] i got this today was excited to try itmy first impression was it seemed dry and did not seem to go on well took coats to see itthrough the day i would find flakes on my cheeks from it which if its old and drying out you would expect but its suppose to be newas for waterproof it is not it came right off when it got wet so dont cryit never smudged just flakedfrom all the great reviews i guess i was the unlucky one and got a dried out tube of mascara