The present invention is directed to a long wearing, transfer resistant cosmetic composition which is waterproof, comfortable and has a unique creamy texture and feel containing: (a) a reaction product of (i) at least one polyamine and (ii) at least one oil soluble high carbon polar modified polymer (b) water (c) at least one volatile solvent capable of solubilizing the polar modified polymer (d) optionally at least one non-volatile solvent and (e) optionally, at least one colorant.
