Sturdy nylon cordura construction. The main compartment is about 16" by 12" by 2".There is a zipper that goes around 3 sides that when opened, the main compartment is about 5" thick. There is no padding, just several layers of nylon for the various pockets and compartments, so it kind of feels like padding. There is a carrying handle and an adjustable shoulder strap. All the zippers and clips, etc. work fine. The main closing flap has a full size zippered pocket on the front. When you open the flap, in addition to the main compartment, there is another full sized non-zippered pocket, a zippered 3/4 size pocket and all the small pockets for things like pens, business cards, etc. Suitable for a laptop, books, etc. Located in Heber City.