The guy I got this from bought it years ago for a trip to Japan. He used it for the trip then never used it again. It's been stored for years. There is a small pack that goes on the outside. The small pack has some fraying on the straps and the inside of the pack lining is deteriorating and conning loose in spots. You can put another backpack in there that fits if to want to. The main pack is in very good condition with no deterioration. That red fabric comes out to cover the whole thing and the pack straps to you. Also has a handle, and shoulder strap. Comes with extra shoulder strap. It fits in most carry on bins. Was made to carry on the plane. Dark brown color.