Three large front drop-in pockets, smaller pocket inside middle one. Large back pocket with zipper ...when both back zippers are open, the pocket becomes a suitcase handle trolley sleeve (my favorite Baggallini feature) Top zips open, inside are: - zippered inside pocket - two nylon drop in pockets - two mesh drop in pockets - slots for pens and lipstick - 2 key leashes Four brass feet protect the bottom from injury 18"w x 11" h x 5.25 d x 12" drop This bag is very, very clean -- no stains or dust. Handles are not damaged or peeling, their edging is in intact. No wear on the bottom or at the seams. No evidence of use. Great bag for travel and everyday use. Travel, vacation, cruise, resort, tour, excursion, sightseeing.