I wore foundation to work with this. Since it is summer I had to go with my darker foundations. I have a lot of darker color foundations to work with so it came out a lot cleaner.
I didn't wear any lipstick to work with this because I usually talk all class period and it comes off before the end of the class.
I used Tako from my Sweetheart SugarPill palette. The black is Wet N Wild panther. If you blend those well you get the gray matte looking color. I can't for the life of me find a good matte gray. I blended the Tako all the way up very lightly for a brighter highlight.