Comes with everything in the first picture. Original box, quick start book, cd cover, ipod soft case, never used headphones, original charging cable, sound dock. It holds a charge for a long time, it was charged 4 days ago and still almost fully charged. There are 902 songs stored of various artists and genres. I believe 7500 songs can be stored. It has a few light scratches from use. I have been the only owner.