With the side off we see that similar to the Hush mid-tower, the Whisper panels are covered with a foam sound-deadening material, although in this case it has the acoustical egg-crate sculpted shape to it. A glance at the inside of the case reveals it is not a typical tower design, with a nearly solid metal panel dividing the upper and lower sections in two.
The top section is where the motherboard is housed and has a typical layout of riser slots, cutout for the I/O panel and a large 120mm exhaust fan. The lower portion holds the power supply, two 80mm exhaust fans and a series of removable hard drive cages. It's unusual to see a modern case still using 80mm fans since they are often noisier and move less air than the larger fans, but in this particular design it appears to be all there was room for.
Towards the front we find more of the slide-out trays, this time mounted in a fixed drive cage. In front of this sits a single 120mm fan that provides the sole source of intake air for the entire case. The upper half houses seven 5¼" bays with tool-less drive locks. The top spot contains a 5¼" to 3½" adapter to mount a floppy or other small external bay device. There is no filler panel for this spot however so if you don't have a 3½" device to put there, you'll end up with a gaping hole. More acoustical foam lines the underside of the top panel.
The reverse side panel is a mirror of the first, with more foam in place here. The top section shows only two relatively small openings to use for possibly routing cables behind the motherboard tray, whereas the lower portion is completely open for access to the rear of the drive cages. The Whisper comes with all the usual accessories, manual, various mounting hardware and tiny speaker, plus a rubber anti-vibration mat for the power supply.
Next let's install some hardware into the Whisper.