I bought this dress as a consolation prize when another dress i wanted didn't suit me. i was shocked by how flattering it was, because on the hanger it was just "meh". the material is soft jersey, heathered, and it hangs well. it has a simple lining, but that doesn't interfere with the fit. it is a little low for my personal taste, so i wear a cami or scarf, but for those less well endowed, you'd probably be fine without one. for the record, i typically wear a 2-4, 125 pounds, 5'8, and 32 ddd br