Makeup Fail

I didn't sleep all that much last night and realized before I left the house today that I wasn't looking my absolute best, and yet didn't expect the first coworker I encountered this morning to greet me with "oh my gosh, are you okay? You look awful." Total makeup fail. I normally love all of the items I wore today but I suppose I should have gone with less gray on the eyes and a deeper, brighter blush! (I did also have eye liner and mascara on).
Clockwise from top:
Prescriptives Blush More or Less Creamy Cheek Color in Pink Sand
Benefit Velvet Eye Shadow in Fawn Over Me
Bobbi Brown Creamy Lip Color in Baby
Urban Decay Matte Eye Shadow in Shakedown