For this price you get the frame, all the hardware, padded bed rails, and a basic California King-size mattress. To install you would only need a heater and a mattress liner. These (2) items are very inexpensive. I have been using a waterbed since the 70s and I always replace them when I take a waterbed apart – very easy to install when the bed is put together. Also it gives you peace of mind. **Option** I can also include a used Sterling 600SXE Super Waveless, Edge Support, Back Support Hardside Waterbed Mattress for an additional $200. They cost $500 new. These are phenomenal mattresses! I am only getting rid of this one because I purchased a new one for my personal waterbed. [In effect you would get (2) mattresses and the bed/frame for $500 if you elected to go this route.] Or stay with the original offer for the basic mattress and for the frame for $300.