A changing colour composition for caring for and/or making up keratin materials is disclosed. The composition comprises in a physiologically acceptable medium at least: a) microcapsules containing releasable colorant(s) said microcapsules comprising: a core comprising one organic material at least one layered coating surrounding said core the layered coating comprising at least one polymer at least one colorant and advantageously at least one lipid based material b) at least 3% by weight preferably at least 5 by weight more preferably at least 8% by weight and advantageously at least 10% by weight relative to the weight of the composition of an aqueous phase comprising water and at least one compound chosen from polyols glycols and C C monoalcohols and mixtures thereof c) at least one hydrophilic gelifying agent d) and optionally 0.1 to 70% by weight relative to the weight of the composition of additional cosmetic ingredient(s) selected from volatile and non volatile silicon or hydrocarbon oils surfactants filler thickening agents film forming agents polymers preservatives silicon elastomer self tanning agents additional non entrapped colorants cosmetic actives pH regulators perfumes and mixtures thereof.