I wear a Marmont Gore-Tex Pants shell with fleece pants underneath. A lot of people I know seem to wear thermal long johns under their shells but I find that thermals are too hot and the fleece breaths much better. Added benifits are - 1) I can wear differant wieghts of fleece depending on the day and 2) apre ski I can remove my shell and not look like a dork in long johns.