Pencil Case Make Over

I bought this long time in hopes of turning it into something awesome.
I then got the idea to cover it with my fabulous scrap booking paper and some lovely lace that I got from one of our lovely cok members :D
I took some of the paper and covered the pencils and other little gadgets in the box too.

Now it can be stuffed in a purse or bag and you will always be prepared at any given situation...and maybe make a reason to take it out of your bag and show it off as well lol.