Find a mocca cup you like.

Mine are from my childhood collection, but I've also seen them at flee markets and second hand stores. Price varies.

The saucer you can use to hold your handsoap near the sink.

Find some fabric that matches the cup.

The smaller the pattern the better it looks - in my opinion.

Draw a circle around the cup.
The circle should minimum have a diameter that is twice the cup's.

Cut out the circle.

Thread a needle and sew with loose stitches along the edge.

It doesn't have to look good, the stitches will be on the bottom of the pillow.

Pull the string, so it looks like this.

Now you can estimate wether the size of the pillow is correct.

(If it's too big, you'll have to sew a bit further from the edge of the circle.)

Stuff the damn thing :P

Close the hole and tie a knot.

Now, this should be, what you have.

Put the needle through the middle of the pillow - from the ugly to the pretty side.

Sew like this, to give it the pumpkin shape.

Sew the button on the top of the pillow.

Put the pillow in the cup.

Now you have 2 possibilities:

A) Glue the pillow on the edge of the cup, and you're done.

B) Turn the cup into a tiny treasure chest (se step 13).

Glue some ribbon onto the pillow and onto the cup just above the handle. This way you can lift up the pillow like a lid, and it can hold itself up by leaning on the handle.

To cover the bad looking bottom of the needle pillow, you can stitch on a little piece of fabric.

Store buttons, safety pins and other pretty, treasure-like stuff under the needles.

Enjoy :)