Original retail package plus two 5-pack boxes of disks, one marked MD and the other marked Hi-MD.  I show a photo of the player running with the external adapter and a photo of the player running with the side-mount external AA battery pack attached, it was never used as the internal Ni-mh battery was enough.  The main photo shows a rectangular Sony battery and case, that battery is spent (more available on eBay I see).  There are also shown two ferrite clamp-on interference suppressors (still in factory bubble-pack) for when you are passing audio into the player with an analog cable.  The pictured USB cable is to attach to your Windows computer (for .WAV files).  The CD is the retail original; there is newer software available (some notes will be in your box).  Also in the shipping box will be a news release, a write up about the player and what it can do, notes from Kim Komando, and some interesting notes about using microphones.  Original earphone pads are gone but they work fine.  Feel free to erase the music on the used disk.