I like to upcycle so I used a pair of black jeans.  I ripped the seals and made the body of the bag and base from one leg each.  I also used the waist band for the handles.  I added a pale liner to the bag because I do not like dark bag interior. They make it too hard to find things.  

For the pocket I used a piece of dogwood denim from Spoonflower.  The pattern is  “Morocco” by Willow and Hare Designs.  I made two internal pocket.

Below.  Interior pockets.  I used some yellow zips I have had for years.  I got them as part of a large bag of reduced price zips.

Below.  Finished bag