dont use foundation.
use a cover stick to cover any trouble spots and then maybe a light powder bronzer close tou your skin tone but it is very easy to look cakey with foundation
less is more
start with a mousterizing lotion. i reccomend the N.Y.C. regular cover stick. comes in a few shades, and you rub it in until it looks like your own. it also wont sry your skin out. brush over with a light bronzer (i actually bought mine from claires) and you have a glow, and look healthier (i have the dark circles too. hate them!!!)
best of luck
(and ive heard from a lot of guys that freckles are cute, so dont be ashamed of them!)