I just received a red Pan Am tote from the recent HH sale, and so far am impressed with the bag. I was looking for something I could use when going about with my two kids. This involves toting a bunch of snacks, some diapers, extra clothes, and drinks, as well as my own stuff (wallet, keys, phone, lip stuff, lotion, etc.). I think this bag will fit the bill nicely. Being made of nylon, it's fairly light and I don't have to worry terribly about stains or moisture. The two front pockets are perfect for water bottles, and the center front pocket offers quick access to oft-needed items. The inside has three slit pockets on one side and a zip pocket on the other. The bottom is reinforced and has five feet. Black leather trim adds a bit of class to a nylon bag. The two handles sit comfortably on my shoulder, but I haven't had a chance to wear it loaded yet. My favorite feature? The clips that bring in the top sides, transforming the bag from a plain rectangle to a cool-looking trapezoid. The bag also has a magnetic closure on the top edge.