Abstract: Disclosed is a water based topical pain relieving composition that is substantially odorless and does not leave a greasy or oily residue behind. The water based topical pain relieving composition may be particularly useful in treating areas near the eyes or mucous membranes. In some embodiments the topical pain relieving composition may comprise a water based emulsion comprising an effective amount of an analgesic composition comprising trolamine salicylate and an inflammation reducing composition comprising effective amounts of Anthemis Nobilis (roman chamomile) extract, Arnica Montana flower extract, Calendula Officinalis (marygold) extract, Centaurea Cyanus (blue bottle) extract, inflammation reducing oil, Hypericum Perforatum (St. John's Wort) extract, Matricaria Chamomilla (Wild Chamomile) extract, methylsulfonylmethane (MSM), Salix Alba (willow) bark extract, sorbitol, Tilia Sylvestris (limetree) extract, and aloe vera concentrate.