I wanted to have something in my carry-on that I can just pull out one time, without going back to the overhead lockers for every little thing. This fits my headphones, phone, ipad, powerpack, associated cords, as well as glasses and a few other personal items I might need in-flight. It has a handle, so it's easy to pull out of my main carry-on. There's even room for a few snacks. Very useful size and easy to keep all those small things organised.