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I'm using shells, I collected while on vacation. If you don't have any, this project would be a good excuse to go on one! :) really though you can use any nacks like buttons or beads.
Remove back of frame and glass.
I use acrylic paint because its thick and covers better. For this project I wanted it thin so I used water.
Cover frame to your preference.
Add glue to edges of shell. The tacky glue takes a bit to dry but holds well.
Start adding shells. Try to piece them together like a puzzle. Making sure to cover the frame underneath.
I start them in different areas.
Keep adding until completely covered. Start with large shells first than add smaller ones!