This pillow is made from dark green and golden colored felt and stuffed with 100% polyester fiberfill. The caterpillar glows in the dark from the glow in the dark fabric paint used and is surrounded by brightly colored felt flowers with some painted. There are two bumblebees above the caterpillar. This pillow is a fun pillow for adding some interest and fun to a child's bedroom and adding some color as well. This pillow measures 11" x 9" roughly and is sure to please your bright-eyed child! Thank you for shopping!