A cushioning device with double layer cover with the layers connected to define first and second pockets. The first and second pocket having access openings for insertion and removal of shell sections to be placed in a stacked state. A closure device as in a zipper for adjustable placement of the cover in a cover interior cavity closure state and a cover interior cavity access state. A first core insert received within the cover interior cavity. The arrangement of the present invention makes it well suited for use as an adjustable head pillow kit featuring a variety of different comfort level core inserts that can be switched out to achieve a personal overall comfort level. A method of assembling the cushion and adjusting the comfort level with different inserts is also presented.