Abstract: The invention is directed to a stain-resistant and fluid-barrier composite fabric material that exhibits a good hand while maintaining intimate adhesion between the base fabric and the polymeric barrier material. The laminated composite material comprises three layers, a first or outer layer comprising a base fabric; a second layer of a thin waterproof film to provide the primary waterproof characteristics to the composite material; and a third or protective backing layer, to provide protection to the thin film during manufacturing and subsequent use of the composite material, such as for example as upholstery fabric. The composite fabric material of the invention is substantially water-proof.