Ultra soft boxy top constructed of breathable fleece. Generous pockets. The fleece we use is end-of-bolt military surplus. This high performance fabric was intended as lining for flack jackets. The term end-of-bolt refers to the length of fabric remaining that isn't long enough for a full pattern cut. What's left is sent to a small local family run fabric shop.. where we purchase it to make garments, keeping it out of landfills.