This tote is amazing!  It holds all my necessities that formerly I carried in a much larger bag.  The leather is beautiful, very expensive looking!  What I love most are the many pockets/pouches. The ones on the sides are large enough to hold my sunglasses and reading glasses.  The small slit pocket is perfect for my cell phone, the outer zip pocket holds my keys.  Then there are 2 *more* outer pockets! Perfect for the ipod and my gloves!  Inside, the bag is constructed so there is a ton of room for make-up bags, etc at the bottom, without adding tons of bulk to the bag. Also 2 pouch pockets and a zippered pocket. I also like that the bag itself has a zipper across the top.. Previous reviewers didn't like the lining, but it doesn't seem to be too 'cheap' or thin to me.. it's a light color, which I like, it helps find things!  Best value for me!