500 colored pencils, but you don't get them all at once! With this subscription, you receive 25 colors x 20 months from Japan. I wonder how long it took for them to come up with the intriguing names for all of the colors: lettuce, mermaid's gown, drizzly afternoon, lobster bisque, norwegian sky and pumpkin pudding, to name a few. Maybe as long as it took to craft all 500 colors? ;) If Avery ever takes up drawing, I'll be sure to consider this wonderful collection.