Just cotton, no padding, exactly what I wanted, super comfortable! Very affordable, I'm a -36DD & they enough support for me. I have big post-meno girls but a small chest, I've found most bras big enough to hold the girls are very heavy with lots of extra padding and 4 loop closures. After more than 50 years wearing lightweight bras I have had a very hard time finding any like these for my new size, they are perfect!