I just received the bag (quick shipping), and though I won't begin using it for another 2 months, I think I'm going to like it. On the inside, it has 3 deep (bottle/cell phone, etc) pockets on one side, and one deep pocket on the other, in addition to a zippered pocket built into the lining and a changing pad. On the outside, there is a zippered pocket on the back of the bag (my wallet will be going in there) and a roomy magnetic closing pocket on the front. The bag seems like it will hold everything I'll be needing to stuff in it without being too big or cumbersome. A few things I was mildly disappointed in......when it says "espresso in blue", I thought the inside would be blue. It's brown with white polka dots....cute....but the "blue" part is the stitching on the front pocket. I thought it looked white in the picture. Not a huge deal as you can't see it unless you're up close. Also, the zipper starts about 4 inches from the bottom and unzips like a rainbow, so that the bag opens very wide instead of just from the top. This can be good because it will eliminate having to dig through a dark, bottomless pit for what you need like you would in a top zipping bag, but if you have it stuffed to the max, I can see some stuff potentially spilling out, but I just see this as an incentive to use the pockets to keep things neat and organized:) All in all, cute, roomy bag:)