Upholstery layers cover the mattress and provide cushioning and comfort. Some manufacturers call the mattress core the "support layer" and the upholstery layer the "comfort layer." The upholstery layer consists of three parts: the insulator, the middle upholstery, and the quilt.

The insulator separates the mattress core from the middle upholstery. It is usually made of fibre or mesh and is intended to keep the middle upholstery in place.

The middle upholstery comprises all the material between the insulator and the quilt. It is usually made from materials which are intended to provide comfort to the sleeper, including flexible polyurethane foam (which includes convoluted "egg-crate" foam), visco-elastic foam, latex foam, felt, polyester fiber, cotton fiber, wool fiber and nonwoven fiber pads. In Europe and North America, mattress makers have begun incorporating gel-infused foams, soft-solid gels layered over foam, and poured gels in the top comfort layer of the bed.

The quilt is the top layer of the mattress. Made of light foam or fibres stitched to the underside of the ticking, it provides a soft surface texture to the mattress and can be found in varying degrees of firmness.

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