A cosmetic composition suitable for topical application is provided. The cosmetic composition comprises: glycerin; a lipid bilayer structurant with a glyceryl headgroup; a penetration enhancer; and a skin care active. The penetration enhancer increases the amount of active that enters skin when the composition is topically applied, while the glycerin and lipid bilayer structurant with glyceryl headgroup work together with lipid bilayers of the skin to impede progress of active through the skin.