8 gusseted inner pockets & double sided changing mat 2 zipper pockets, key snap credit card slots, cell phone pocket removable mirror with "Hot Mama" Screen. Cargo Cutie Divine Diaper Bag includes 2 fully lined outer pocket, 8 gusseted inner pockets, 2 zipper pockets, cell phone pocket, key snap, removable mirror, and credit card slots. The inner lining is a high grade water resistant nylon leopard print pattern. The outer material is a high grade water resistant gold pvc. The bag also comes with a large double sided leopard print waterproof changing mat. Reinforced handles and metal bottom feet on bag.