The scent was not at all what I was expecting. When you think of carnival, you think of funnel cakes, cotton candy, buttered popcorn, fruit punch, etc. This smells very musky and masculine - that's the first smell you get, and the most dominant smell. Underneath, you get a VERY faint whiff of cotton candy and vanilla orchid. No blackberries or fruitiness of any kind. I gave it 3 stars because it does smell like something a man would like to wear as a date night cologne. So ladies, if you are shopping for yourself on this site and want to get something for your man, this is a good choice.