A preferred composition containing a skin whitening blend containing bearberry and an antioxidant, such as tetrahydrocurcumin, is provided. Also the composition can comprise a hypopigmenting component selected from mulberry, scutellaria, grape, cowberry, bilberry, molasses, pear, guava, licorice, etc. The licorice extract can be in the form of a water soluble extract or an oil soluble extract. Other antioxidants can be selected from rosemary extract, tocopherol, green tea extract, and gamma oryzanol. The skin whitening blend may also have an accelerant that enhances or accelerates the skin cell turnover rate. The skin whitening blend may also include a sunscreen component. Also, the composition may further include a pH adjusting agent, a surfactant, a thickening agent, a preservative, a fragrance, a masking agent, a pigment, an emulsifier, and/or emollient.