On one end of the lining I stitched in a straight pocket divided in half with stitching. This pocket will hold two pens.OK, will turn it right side out again to show you the rest of the pockets. This is a pocket on one end of the bag that is made especially for my cell phone. It has Velcro strips on the flap to keep my phone from falling out too.Under the flap is a straight pocket with no snaps, zippers or Velcro closers. The backside has a long zippered pocket and I even found a lime green zipper in my zipper stash! I put the white card in the pocket so you could see exactly where they are.