The Cloudburst Gear Bag is one of my favorite Fishpond products. I’ve owned one for 4 or 5 years. I take it fishing with me every time I go. First, when it rains, you can pull the waterproof cover out of it’s back pocket and stop worrying. Second, it has gunwhale clips which hold the bag off the bottom of your utility or jon boat. They work on a canoe as well. There are more pockets and dividers than any gear bag I have seen. I don’t have any trouble filling it up though it is huge. I can’t say enough good things about the Cloudburst Gear bag. It’s not cheap. But it performs like a champion. Byron Begley10 external pockets20 interior pockets/pouches“Zip-out” waterproof coverAdjustable gunwale hooks inside back zippered pocketPadded interior divider system with Velcro® attachmentsWaterproof, molded bottomZip down fly bench pocket with replaceable foamSpecs - 1,159 cu. in. - 17” x 8” x 9.5”FREE GROUND SHIPPINGORDER ONLINE OR CALL 865-448-9459Little River Outfitters is a fly shop and mail order company located in Townsend, Tennessee, a gateway to Great Smoky Mountains National Park. We have been family owned since 1994.