This will be the first of I think 6 upcoming Urban Decay posts. This Pallet is my most used pallet I find that any of the color combos look beautiful on my blue eyes. The naked 2 has 12 colors 1 double ended brush that has a flat shader side and a fluffy domed blending side its made up of synthetic bristles, and a sample size naked lip junkie. I love this pallet because I feel I can get more dramatic or smokey type looks which is how I like to wear my makeup soft face and cheeks and play up my eyes. Theses eye shadows always meet my expectations I'm never disappointed with them and have totally converted me from a die hard mac girl to a Urban Decay Girl!!!! I really like the lip junkie it comes with I keep it in my purse for retouches through out the day because I know it will go with what ever I'm wearing that day. The brush is not my favorite for eye shadows at least but I do use it. I use the flat side for cream eye bases the blending side I don't use much but every now and then I use it for concealer. So my over all thoughts are if you like smokey looks and have blue, green or hazel eyes I suggest taking a look at it.