iPod 3rd gen with original box, dock charger, unused Apple earbuds, earbud track/volume toggle, firewire wall charger, 4 to 6 pin adapter, original Apple branded carrying case, port covers, and newer iPod to USB 2.0 cable. iPod is in pretty good condition over-all. Turns on, plays music, backlight works. Includes iTunes install CD. Box and styrofoam box inserts are in good condition. Battery is original and doesn't last very long--easy to replace!