These pants are completely waterproof fleece just like all of the Rivers West gear. The fleece is soft and fairly quiet. Each leg has a side zipper that help vent air if the temperature rises or as you walk to stand to keep cool and then you can zip them back up when you arrive. Front and rear pockets are equipped with zippers and keeps items secure. The bottom of each leg also has a leg zipper to aid in getting them on and off. These pants are not designed to wear over other pants but to be worn as your primary pants. I am 6' 3" and had to get these ordered in a tall so that they were long enough.