Love it as a beach cover up. Modest enough  to walk through a resort or sit at a beach bar without feeling like I was over exposed. I only wore it over a swimsuit, but would think that you'd need a slip to wear it as a dress. The blue/green starlight color was flattering, not too bright but tropical looking. I'm 5'4" usually a size 12 and 38DD. Plenty of room in the bust and didn't look like a tent. The cut of the dress was breezy and flattering. Just what I wanted for my trip.