This little bag is so versatile. It can be made really dressy for those special occasions or made very simple. It has pockets on all sides inside, two the full width of the bag and four half the width of the sides. Pockets work for cell phones, MP3 players, lipstick or any other small item. There's still enough room in the middle for your other things. It's a great grab and go bag for those quick trips, too. Fun and easy to make. The pockets are made by folding the fabric so they're very easy to do.