I used Graphic 45's Portrait of a Lady, Graphic 45 dies, Distressed Inks, Stained Walnut, Vintage Photo, Brushed Cordoroy and Antiqued Linen. I also used Acrylic Gesso, Ranger Texure Paste and a Waverly Stencil. Other mediums used were Folk Art acrylic paint, Italian Sage and Metallic Antique Gold. Graphic 45 gems to glam it up a bit along with other little items from my stash. TFL!