My old knitting basket, converted to a spinning basket. There is a divider in the middle so I can have uncarded wool on one side, rolags on the other, spots for carders, niddy noddy, dowl that I use for a nostepinde. Also a pocket for magazines, books, etc. There are lots of little spaces there that I used to keep knitting needles in, regular single points, double points, etc. The bear print really isn't my taste, but when I made this, I didn't want to have to buy any materials, and I had the bear fabric on hand.