The really nice (expensive) mattress we bought for our 15 yr old son came with a Mattress Pad. YUCK!! Why in the world would they supply a Waterproof Mattress Pad, is beyond ME!! We didn't ASK for one, it doesn't "breathe", and it makes sleeping on it really frustrating because it is slippery!! So, I went to Overstock like I usually do! I found this Mattress Pad and ordered it. My son is MUCH happier with it. It adds even MORE "cushion" for him, and NO MORE slipping or added heat! It was a great bargin, since his Mattress is the newer, thicker model, everything is usually so much more expensive, EXCEPT Overstock! It fits and STAYS PUT! I highly recommend it!