made out of cotton fabric and faux leather exterior with water-resistant poly lining. dual top zipper closure, adjustable padded shoulder straps, exterior zip and slit pockets, interior zip around laptop sleeve, interior zip compartments and elastic straps, measures approx 13" W x 19" H x 5.5" D used but in excellent condition. previously sprayed with a fabric protector to repel liquids and block stains. it's a great travel backpack that can be used as a personal item on airlines! great for packing all the things you need for a flight or just a day trip.