I totally love this! This frame came from the thrift store, along with some other great finds that I can't wait to alter. The best part, it was free! We had a brand new thrift store open up right by Dan's office and they gave him 20.00 in gift certificates. Which he didn't want and of course game to me. Anyway, I got several things to alter and this is one of those thing. The whole thing is wood so I just took it apart and painted the frame black and the back orange and used some glimmer mist on it. Then I used the Chic & Scary cartridge (which I love by the way) to cut out this cool haunted, the web and the spider. When I was all done I sprayed the whole thing with several coats of clear glossy acrylic sealer to give it that nice smooth finish.