The card - stamped images are from SU.  (Paper Pumpkin)  The background is sponged here and there.  I stamped the flower twice, cut out one full size and the other a bit smaller and then layered one on top of the other. (both layers are popped up)  The leaves are stamped and cut out.  

Ahhh.... a free day.  My plan is to get some stamping done!  Now, to just find my motivation....maybe a little more caffeine will help!  Stitching with friends this evening.

Have a great day!